It is proposed
that this filing become effective on February 21, 2013 pursuant to paragraph (b) of rule 485.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant certifies that
it meets all of the requirements for effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933, and the Registrant has duly caused this Post-Effective Amendment No. 61 to its Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized, in the City of Springfield and the Commonwealth of Massachusetts as of the 21st day of February, 2013.

MASSMUTUAL PREMIER FUNDS

By:

/s/ ERIC WIETSMA

Eric Wietsma

President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 61 to the
Registration Statement has been signed by the following persons in the capacities as indicated as of the 21st day of February, 2013.

Signature

Title

/s/ ERIC WIETSMA

President and Chief Executive Officer

Eric Wietsma

/s/ NICHOLAS H. PALMERINO

Chief Financial Officer and Treasurer

Nicholas H. Palmerino

*

Chairman and Trustee

Richard H. Ayers

*

Trustee

Allan W. Blair

*

Trustee

Nabil N. El-Hage

*

Trustee

Maria D. Furman

*

Trustee

R. Alan Hunter, Jr.

*

Trustee

Robert E. Joyal

*

Trustee

F. William Marshall, Jr.

*

Trustee

C. Ann Merrifield

*

Trustee

Elaine A. Sarsynski

*

Trustee

Susan B. Sweeney

*By:

/s/ ANDREW M. GOLDBERG

Andrew M. Goldberg

Attorney-in-Fact

INDEX TO EXHIBITS

Exhibit No.

Title of Exhibit

EX-101.INS

XBRL Instance Document

EX-101.SCH

XBRL Taxonomy Extension Schema Document

EX-101.CAL

XBRL Taxonomy Extension Calculation Linkbase

EX-101.DEF

XBRL Taxonomy Extension Definition Linkbase

EX-101.LAB

XBRL Taxonomy Extension Labels Linkbase

EX-101.PRE

XBRL Taxonomy Extension Presentation Linkbase

EX-101.INS
2
mpf-20130201.xml
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~</div><div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierShort-DurationBondFund column period compact * ~</div><div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualFundOperatingExpensesMassMutualPremierShort-DurationBondFund column period compact * ~</div><div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleTransposedMassMutualPremierShort-DurationBondFund column period compact * ~</div><div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleNoRedemptionTransposedMassMutualPremierShort-DurationBondFund column period compact * ~</div><div style="display:none">~ http://www.massmutual.com/role/ScheduleAverageAnnualTotalReturnsTransposedMassMutualPremierShort-DurationBondFund column period compact * ~</div><div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierCoreBondFund column period compact * ~</div><b>MassMutual Premier Diversified Bond Fund</b><b>INVESTMENT OBJECTIVE</b>This Fund seeks a superior total rate of return by investing in fixed income instruments.<b>FEES AND EXPENSES OF THE FUND</b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)00000.04750000000.012013-02-01485BPOSMASSMUTUAL PREMIER FUNDS0000927972false<b>MassMutual Premier Core Bond Fund</b><b>INVESTMENT OBJECTIVE</b><b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)This Fund seeks to achieve a high total rate of return consistent with prudent investment risk and the preservation of capital by investing primarily in a diversified portfolio of investment grade fixed income securities.0.0050.0050.0050.0050.0050.0052013-02-012013-02-0100000.00250.0050.00430.00480.00490.0048<b>FEES AND EXPENSES OF THE FUND</b>0.00530.00660.00930.00980.00990.01230.0153This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>MassMutual Premier Money Market Fund</b>-0.0017-0.0017-0.0017<b>INVESTMENT OBJECTIVE</b>-0.0017-0.0017-0.0017This Fund seeks to maximize current income to the extent consistent with liquidity and the preservation of capital by investing in a diversified portfolio of money market instruments.0.00490.00760.0081<b>Shareholder Fees</b> (fees paid directly from your investment)0.00820.01060.0136<b>FEES AND EXPENSES OF THE FUND</b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.<b>Shareholder Fees</b> (fees paid directly from your investment)00000.04750000000000000.01<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)0.00350.00350.0035000.0025<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)0.00110.00210.00360.00460.00560.00960.00480.00480.0048-0.00220.00480.00480.00480.00460.00560.0074<b>Example</b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:00000.0025<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierInflation-ProtectedandIncomeFundBarChart column period compact * ~</div>
0.005507883845782380.00080.00340.00290.00410.00410.0048194<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;10,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">9.90%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">1Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-5.70%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>2792952988314670.00560.00770.00820.00890.01140.01463514985255311103818<b>MassMutual Premier High Yield Fund</b>-0.0018-0.0018-0.0018-0.0018-0.0018806-0.0018112711861198187918090.00380.00592012-09-30<b>INVESTMENT OBJECTIVE</b>0.00640.00710.00960.0128<b>Example</b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:This Fund seeks to achieve a high level of total return, with an emphasis on current income, by investing primarily in high yield debt and related securities.475776<b>FEES AND EXPENSES OF THE FUND</b>1481792842583135095797011158This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.25000Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:00000.0575138467818180900000<b>INVESTMENTS, RISKS, AND PERFORMANCE</b><br/><br/><b>Principal Investment Strategies</b>00.0100000.04750The Fund invests in high quality U.S. dollar-denominated debt instruments of domestic and foreign issuers, including commercial paper and other corporate obligations, including Rule 144A securities, securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities, and certificates of deposit and bankers&#8217; acceptances. The Fund may enter into repurchase agreement transactions.<br/><br/>In managing the Fund, the Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), intends to comply with Rule 2a-7 under the Investment Company Act of 1940, as amended (the &#8220;1940 Act&#8221;), which sets forth the requirements for money market funds regarding credit quality, diversification and maturity. These requirements include holding investments which are generally rated in the two highest rating categories as rated by a major credit agency and investments which generally have a maturity of 397 days or less and a dollar-weighted average portfolio maturity of 60 days or less.0.00480.00480.00480.00480.00480.0048<b>Portfolio Turnover</b>6779The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 463% of the average value of its portfolio.89104589000000.01<b>Principal Risks</b>00000.00250.005239274305250003528551500.0031<b>INVESTMENTS, RISKS, AND PERFORMANCE</b><br/><br/><b>Principal Investment Strategies</b>0.00420.00520.00670.0057426<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)4860.0062540For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.49262011428590.0050.0050.0050.0050.0050.00210.00219660.0021188910960.00210.0021012130.0021013861957000.00250.0010.00210.00310.00460.00360.00410.0030.00350.0050.005February 2, 2014Under normal circumstances, the Fund invests at least 80% of its net assets in fixed income securities. These typically include: U.S. dollar-denominated corporate obligations and bank loans, securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities, U.S. and foreign issuer dollar-denominated bonds including, but not limited to, corporate obligations, government and agency issues, private placement bonds, securities subject to resale pursuant to Rule 144A, convertible bonds, mortgage-backed, and other asset-backed securities.<br/><br/>The Fund may invest up to 25% of its total assets in securities that are not denominated in U.S. dollars including, but not limited to, corporate obligations, government and agency issues, private placement bonds, securities subject to resale pursuant to Rule 144A, convertible bonds, mortgage-backed, and other asset-backed securities. The Fund may also invest in non-dollar denominated high yield bonds, including bank loans, and may invest in securities subject to legal restrictions on resale.<br/><br/>The Fund may, but will not necessarily, engage in foreign currency forward contracts to attempt to protect against adverse changes in currency exchange rates. In pursuing its investment objective, the Fund may (but is not obligated to) use a wide variety of exchange-traded and over-the-counter derivatives, including futures contracts (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments); interest rate swaps (for hedging purposes or as a substitute for direct investments); total return swaps (for hedging purposes or to gain exposure to securities or markets in which it might not be able to invest directly); and credit default swaps (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments). Use of derivatives by the Fund may create investment leverage.<br/><br/>The Fund may also invest in money market securities, including commercial paper. The Fund may enter into repurchase agreement transactions. The Fund may hold a portion of its assets in cash or cash equivalents. The Fund may enter into dollar roll or reverse repurchase agreement transactions.<br/><br/>The dollar-weighted average credit quality of the Fund is generally not expected to be less than BBB-/Baa3. The Fund may, however, invest up to 25% of its net assets in below investment grade debt securities (&#8220;junk&#8221; or &#8220;high yield&#8221; bonds), including securities in default, and including bank loans, or their unrated equivalent, as determined by the subadviser. Investments in such securities will vary based upon the subadviser&#8217;s assessment of market conditions and the amount of additional yield offered in relation to the risk of the instruments. The Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), expects for the Fund&#8217;s portfolio dollar-weighted average duration generally to match (plus or minus 2.5 years) the average duration of the Barclays U.S. Aggregate Bond Index (as of December 31, 2012, the average duration of the Index was 4.74 years). Duration measures the price sensitivity of a bond to changes in interest rates. Duration is the dollar weighted average time to maturity of a bond utilizing the present value of all future cash flows.<br/><br/>Babson Capital selects the Fund&#8217;s investments based on its analysis of opportunities and risks of various fixed income securities and market sectors. Currently, Babson Capital may consider the following factors (which may change over time and in particular cases): the perceived potential for high income offered by different types of corporate and government obligations (including mortgage-backed and other asset-backed securities); diversification among industries and issuers, credit ratings, and sectors; and the relative values offered by different securities. Babson Capital may choose to sell securities with deteriorating credit or limited upside potential compared to other securities.<br/><br/>The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.<b>Principal Risks</b>0.0060.008<b>Example</b>0.00850.010.0125-0.001It is important to note that this Fund seeks to maintain, but does not guarantee, a stable net asset value of $1.00 per share. <b>An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to maintain a stable net asset value of $1.00 per share, it is possible to lose money by investing in the Fund.</b><br/><br/><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br/><br/><b>Fixed Income Securities Risk</b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk.<br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk</b> Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br/><br/><b>Inflation Risk</b> The value of assets or income from the Fund&#8217;s investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund&#8217;s assets can decline as can the value of the Fund&#8217;s distributions.<br/><br/><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br/><br/><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br/><br/><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br/><br/><b>Repurchase Agreement Risk</b> These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral.<br/><br/><b>U.S. Government Securities Risk</b> Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities.<br/><br/><b>Valuation Risk</b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.-0.001-0.001This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:-0.001-0.001<b>Performance Information</b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.0.0050.0070.00750.0090.01150.001396065735682302282442668034444104374751056780<b>MassMutual Premier Inflation-Protected and Income Fund </b>937997108017801731<b>INVESTMENT OBJECTIVE </b>This Fund seeks to achieve as high a total rate of real return on an annual basis as is considered consistent with prudent investment risk and the preservation of capital.<b>FEES AND EXPENSES OF THE FUND </b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)February 2, 2014<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example </b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money. <br/><br/><b>Cash Position Risk </b>The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested. <br/><br/><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations. <br/><br/><b>Derivatives Risk </b>Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges. <br/><br/><b>Fixed Income Securities Risk</b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk. <br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b>Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates. <br/><br/><b>Geographic Focus Risk</b> When a Fund focuses investments on a particular country, group of countries, or geographic region, its performance will be closely tied to the market, currency, economic, political, or regulatory conditions and developments in those countries or that region, and could be more volatile than the performance of more geographically diversified funds. <br/><br/><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains. <br/><br/><b>Lower-Rated Fixed Income Securities Risk</b> Lower-rated securities, commonly known as &#8220;junk&#8221; or &#8220;high yield&#8221; bonds, have speculative characteristics and involve greater volatility of price and yield, greater risk of loss of principal and interest, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer&#8217;s ability to honor its obligations. <br/><br/><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses. <br/><br/><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services. <br/><br/><b>Non-diversification Risk </b>Because the Fund may invest its assets in a more limited number of issuers than a diversified fund, a decline in the market value of a particular security may affect the Fund&#8217;s value more than if the Fund were diversified. <br/><br/><b>U.S. Government Securities Risk </b>Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities. <br/><br/><b>Valuation Risk </b>The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.25000Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 29% of the average value of its portfolio.<b>Portfolio Turnover </b>0.29<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/><b>Principal Investment Strategies </b>Under normal circumstances, the Fund invests at least 80% of its net assets in inflation-indexed bonds and other income-producing securities. Inflation-indexed bonds are instruments indexed or otherwise linked to general measures of inflation because their principal is typically adjusted to reflect general movements of inflation in the country of issue. The Fund may invest in inflation-indexed bonds of various maturities issued by the U.S. and non-U.S. governments or their agencies or instrumentalities, by government- sponsored enterprises, or by corporations. <br /><br />The Fund may also invest in other income-producing securities of any kind (including, but not limited to, corporate bonds and notes, Rule 144A securities, U.S. and non-U.S. government and agency or instrumentality bonds, money market instruments, and mortgage-related and asset-backed securities). The Fund may enter into repurchase agreement transactions. The Fund may hold a portion of its assets in cash or cash equivalents. The Fund may invest up to 15% of its total assets in securities that are not denominated in U.S. dollars. <br /><br />The Fund generally intends to maintain a dollar-weighted average credit quality of A or better (determined on the basis of the highest credit rating of the Fund&#8217;s investments at the time of their purchase or, if unrated, determined to be of comparable quality by the subadviser). The Fund will invest primarily in assets rated investment grade at the time of purchase (rated Baa or higher by Moody&#8217;s or BBB or higher by Standard &amp; Poor&#8217;s or, if unrated, determined to be of comparable quality by the subadviser) but not in assets rated below Ba3 (by Moody&#8217;s) or BB- (by Standard &amp; Poor&#8217;s). In the event that a security is downgraded after its purchase by the Fund, the Fund may continue to hold the security if the Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), considers that doing so would be consistent with the Fund&#8217;s investment objective. The Fund invests in a portfolio of securities that Babson Capital expects to provide an attractive rate of real return. Babson Capital defines &#8220;real return&#8221; as the portfolio&#8217;s total return (before expenses) less the estimated rate of inflation, measured using the Consumer Price Index for All Urban Consumers (the &#8220;CPI-U&#8221;). <br /><br />The Fund will seek to potentially earn additional income by entering into reverse repurchase agreement transactions and investing the proceeds of those transactions in additional securities of a nature described above. Use of reverse repurchase agreements is a form of borrowing and creates leverage in the Fund. <br /><br />The Fund may engage in exchange-traded and over-the-counter derivative transactions, including, but not limited to, total return swaps (for hedging purposes or to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio), interest rate swaps (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments), credit default swaps (for hedging purposes or as a substitute for direct investments), and futures contracts (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments). The Fund may also enter into forward commitment transactions. The use of such techniques may have the effect of creating investment leverage in the Fund. <br /><br />In selecting investments for the Fund, Babson Capital seeks to construct a portfolio of inflation-indexed and other income-producing securities and other financial instruments, including derivatives, designed to meet the real return objective of the Fund. Babson Capital may choose to sell securities with deteriorating credit or limited upside potential compared to other securities.<b>Annual Performance</b><br/><br/><b>Class S Shares</b><b>Principal Risks </b>The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /><b>Cash Position Risk </b>The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br /><br /><b>Derivatives Risk </b>Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br /><br /><b>Fixed Income Securities Risk </b>The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk.<br /><br /><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b>Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br /><br /><b>Leveraging Risk</b> Instruments and transactions, including derivatives and reverse repurchase agreement transactions, that create leverage may cause the value of an investment in the Fund to be more volatile and all other risks will tend to be compounded.<br /><br /><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /><b>Mortgage- and Asset-Backed Securities Risk </b>Investments in mortgage- and asset-backed securities subject the Fund to credit risk, interest rate risk, extension risk, and prepayment risk, among other risks. Mortgage-backed and asset-backed securities not issued by a government agency generally involve greater credit risk than securities issued by government agencies. The types of mortgages (for example, residential or commercial mortgages) underlying securities held by the Fund may differ and be affected differently by market factors. Investments that receive only the interest portion or the principal portion of payments on the underlying assets may be more volatile than other investments. The market for mortgage- and asset-backed securities has recently experienced high volatility and a lack of liquidity. As a result, the value of many of these securities has significantly declined.<br /><br /><b>Repurchase Agreement Risk</b> These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral.<br /><br /><b>Reverse Repurchase Agreement Transaction Risk </b>These transactions may create leverage and subject the Fund to the credit risk of the counterparty.<br /><br /><b>U.S. Government Securities Risk </b>Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities. <br /><br /><b>Valuation Risk </b>The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br /><br /><b>When-Issued, Delayed Delivery, and Forward Commitment Transaction Risk</b> These transactions may create leverage and involve a risk of loss if the value of the securities declines prior to settlement.0.005You have the potential to make money by investing in the Fund, but you can also lose money.<b>Performance Information </b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception (or 1 year and since inception for Class Z shares) compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception (or 1 year and since inception for Class Z shares) compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.Performance for Class A and Class N shares of the Fund reflects any applicable sales charge.0.005<b>Annual Performance </b><br/><br/><b>Class S Shares</b>0.0055The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br/><br/> <b>Bank Loans Risk</b> Bank loans in which the Fund may invest have similar risks to lower-rated fixed income securities. Changes in the financial condition of the borrower or economic conditions or other circumstances may reduce the capacity of the borrower to make principal and interest payments on such instruments and may lead to defaults. Senior secured bank loans are supported by collateral; however the value of the collateral may be insufficient to cover the amount owed to the Fund. If the Fund relies on a third party to administer a loan, the Fund is subject to the risk that the third party will fail to perform its obligations. In addition, if the Fund holds only a participation interest in a loan made by a third party, the Fund&#8217;s receipt of payments on the loan will be dependent on the third party&#8217;s willingness and ability to make those payments to the Fund.<br/><br/> <b>Cash Position Risk</b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br/><br/> <b>Convertible Securities Risk</b> Convertible securities are subject to the risks of both debt securities and equity securities. The values of convertible securities tend to decline as interest rates rise and, due to the conversion feature, tend to vary with fluctuations in the market value of the underlying common or preferred stock.<br/><br/> <b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br/><br/> <b>Derivatives Risk</b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br/><br/> <b>Dollar Roll and Reverse Repurchase Agreement Transaction Risk</b> These transactions may create leverage and subject the Fund to the credit risk of the counterparty.<br/><br/> <b>Fixed Income Securities Risk</b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk.<br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk</b> Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br/><br/> <b>Frequent Trading/Portfolio Turnover Risk</b> Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term gains). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performance.<br/><br/> <b>Inflation Risk</b> The value of assets or income from the Fund&#8217;s investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund&#8217;s assets can decline as can the value of the Fund&#8217;s distributions.<br/><br/> <b>Leveraging Risk</b> Instruments and transactions, including derivatives and dollar roll and reverse repurchase agreement transactions, that create leverage may cause the value of an investment in the Fund to be more volatile and all other risks will tend to be compounded.<br/><br/> <b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br/><br/> <b>Lower-Rated Fixed Income Securities Risk</b> Lower-rated securities, commonly known as &#8220;junk&#8221; or &#8220;high yield&#8221; bonds, have speculative characteristics and involve greater volatility of price and yield, greater risk of loss of principal and interest, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer&#8217;s ability to honor its obligations.<br/><br/> <b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br/><br/> <b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market- induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br/><br/> <b>Mortgage- and Asset-Backed Securities Risk</b> Investments in mortgage- and asset-backed securities subject the Fund to credit risk, interest rate risk, extension risk, and prepayment risk, among other risks. Mortgage-backed and asset-backed securities not issued by a government agency generally involve greater credit risk than securities issued by government agencies. The types of mortgages (for example, residential or commercial mortgages) underlying securities held by the Fund may differ and be affected differently by market factors. Investments that receive only the interest portion or the principal portion of payments on the underlying assets may be more volatile than other investments. The market for mortgage- and asset-backed securities has recently experienced high volatility and a lack of liquidity. As a result, the value of many of these securities has significantly declined.<br/><br/> <b>Repurchase Agreement Risk</b> These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral.<br/><br/> <b>U.S. Government Securities Risk</b> Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities.<br/><br/> <b>Valuation Risk</b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br/><br/> <b>When-Issued, Delayed Delivery, and Forward Commitment Transaction Risk</b> These transactions may create leverage and involve a risk of loss if the value of the securities declines prior to settlement.0.0155<b>Performance Information</b>Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:<b>INVESTMENT OBJECTIVE</b>The Fund seeks to achieve a high total rate of return.-0.001The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years (or one year and since inception for Class Z shares) compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.0.0145<b>FEES AND EXPENSES OF THE FUND </b><b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example</b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:<b>Portfolio Turnover</b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 49% of the average value of its portfolio.<b>INVESTMENTS, RISKS, AND PERFORMANCE</b><br/><br/><b>Principal Investment Strategies </b><b>MassMutual Premier International Bond Fund</b>The Fund invests, under normal circumstances, at least 80% of its net assets in fixed income securities. Fixed-income securities may include, for example, corporate bonds and obligations of foreign governments and their agencies and instrumentalities and of supranational entities. The Fund primarily invests in fixed income securities in markets represented in the Citigroup World Government Bond Index (Excluding US) (the &#8220;Index&#8221;), the Fund&#8217;s benchmark index.<br/><br/>The Fund may hold fixed income securities that pay either fixed or floating interest rates. The Fund normally invests at least 80% of its net assets in fixed income securities rated in one of the four highest rating categories by S&amp;P (BBB- or better), Moody&#8217;s (Baa3 or better), or in unrated securities of comparable quality as determined by the Fund&#8217;s subadviser, Baring International Investment Limited (&#8220;Baring&#8221;). A majority of the Fund&#8217;s investments may be denominated in non-U.S. currencies. To attempt to manage the Fund&#8217;s currency risk, Baring in its discretion may but will not necessarily employ hedging techniques that utilize forward currency contracts or cross hedging. The Fund also may enter into forward currency contracts for investment purposes to obtain foreign currency exposure. The Fund may invest up to 20% of its net assets in emerging market fixed income securities, which may be denominated in either local or U.S. currency. Investment rating agencies in the United States often consider bonds issued in emerging market countries to be below government grade (&#8220;junk&#8221; or &#8220;high yield&#8221; bonds). The Fund may also invest up to 10% of its net assets in options and warrants in respect of fixed income securities. The Fund may invest up to 20% of its total assets in any single government- or agency-backed security, and may invest up to 10% of its total assets in any other single security. The Fund may invest 10% or more of its total assets in cash and cash equivalents and, in unusual circumstances for temporary defensive purposes, may invest up to 100% of its total assets in cash and cash equivalents. The Fund is non-diversified, which means that it may hold larger positions in a smaller number of issuers than a diversified fund. The Fund may use futures contracts for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments. Use of derivatives by the Fund may create investment leverage.<br/><br/>Baring generally expects to invest the Fund&#8217;s assets such that the percentage weight within the Fund of the groups of countries listed below will not vary by more than the following percentage limitations:<br/><ul type="square"><li style="margin-left:-20px">European states participating in the Euro Currency &#8212; 0% to Index weighting +30% (i.e. if the Index weighting for the combination of these nations is 33%, the Fund will invest no less than 0% and no more than 63% of its total assets among these nations);</li></ul><ul type="square"><li style="margin-left:-20px">European states not participating in the Euro Currency; U.S., Canada, Australia; and Japan &#8212; 0% to Index weighting + 30%.</li></ul>The dollar-weighted average duration of the Fund&#8217;s portfolio is generally expected to be within +/ -3 years of the average duration of the Index (as of December 31, 2012, the average duration of the Index was 9.3 years), and the minimum average credit quality of the Fund&#8217;s portfolio is normally expected to be no less than AA-.<b>Principal Risks </b>0.00691300.00854440.0277<b>Performance Information</b>780The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception, compare with those of a broad measure of market performance. Performance for Class A shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.17310.04640.04810.02170.00150.0680.133800.0642This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.00.00010.1004-0.01860.10920.00180.024February 2, 20140.08320.49For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.25000You have the potential to make money by investing in the Fund, but you can also lose money.<b>Non-diversification Risk </b> Because the Fund may invest its assets in a more limited number of issuers than a diversified fund, a decline in the market value of a particular security may affect the Fund&#8217;s value more than if the Fund were diversified.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception, compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/funds<b>Portfolio Turnover</b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 447% of the average value of its portfolio.Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.<b>Average Annual Total Returns </b><br/>(for the periods ended December 31, 2012)After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.4.47After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.Performance for Class A shares of the Fund reflects any applicable sales charge.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)0.0848<b>INVESTMENTS, RISKS, AND PERFORMANCE</b><br/><br/><b>Principal Investment Strategies </b>0.04790.02050.00010.00010.00010.00070.00460.00440.00390.00450.01590.01530.01370.0169Other expenses for Class Z have been restated to reflect current fees.<b>Example</b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:0.04340.0652-0.0360.13460.07820.06770.081751727792685248<b>Annual Performance</b><br/><br/><b>Class S Shares</b>After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.Highest Quarter:2008-03-310.0513182245Lowest Quarter:2613089392008-09-30480-0.0361Under normal circumstances, the Fund invests at least 80% of its net assets in investment grade fixed income securities (rated Baa or higher by Moody&#8217;s or BBB or higher by Standard &amp; Poor&#8217;s or, if unrated, determined to be of comparable quality by the subadviser). These typically include U.S. dollar-denominated corporate obligations, securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities, U.S. and foreign issuer dollar-denominated bonds including, but not limited to, corporate obligations, government and agency issues, private placement bonds, securities subject to resale pursuant to Rule 144A, mortgage-backed, and other asset-backed securities.<br/><br/>The Fund may invest up to 10% of its total assets in below investment grade debt securities (&#8220;junk&#8221; or &#8220;high yield&#8221; bonds), including securities in default, and including bank loans. In the event that a security is downgraded after its purchase by the Fund, the Fund may continue to hold the security if the Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), considers that doing so would be consistent with the Fund&#8217;s investment objective.<br/><br/>The Fund may invest up to 15% of its total assets in securities that are not denominated in U.S. dollars including, but not limited to, corporate obligations, government and agency issues, private placement bonds, securities subject to resale pursuant to Rule 144A, mortgage-backed, and other asset-backed securities. The Fund may also invest in non-dollar denominated high yield bonds, including bank loans, and may invest in securities subject to legal restrictions on resale.<br/><br/>The Fund may but will not necessarily engage in foreign currency forward contracts to attempt to protect against adverse changes in currency exchange rates. In pursuing its investment objective, the Fund may (but is not obligated to) use a wide variety of exchange-traded and over-the-counter derivatives, including futures contracts (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments); interest rate swaps (for hedging purposes or as a substitute for direct investments); total return swaps (for hedging purposes or to gain exposure to securities or markets in which it might not be able to invest directly); and credit default swaps (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments). Use of derivatives by the Fund may create investment leverage.<br/><br/>The Fund may also invest in money market securities, including commercial paper. The Fund may enter into repurchase agreement transactions. The Fund may hold a portion of its assets in cash or cash equivalents. The Fund may enter into dollar roll or reverse repurchase agreement transactions.<br/><br/>Babson Capital intends for the Fund&#8217;s portfolio dollar-weighted average duration generally to match (within 10%) the average duration of the Barclays U.S. Aggregate Bond Index (as of December 31, 2012, the average duration of the Index was 4.74 years). Duration measures the price sensitivity of a bond to changes in interest rates. Duration is the dollar weighted average time to maturity of a bond utilizing the present value of all future cash flows.<br/><br/>Babson Capital selects the Fund&#8217;s investments based on its analysis of opportunities and risks of various fixed income securities and market sectors. Currently, Babson Capital may consider the following factors (which may change over time and in particular cases): the perceived potential for high income offered by different types of corporate and government obligations (including mortgage-backed and other asset-backed securities); diversification among industries and issuers, credit ratings, and sectors; and the relative values offered by different securities. Babson Capital may choose to sell securities with deteriorating credit or limited upside potential compared to other securities.<br/><br/>The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.3254344625431213835<b>Principal Risks</b>74098010401216199118370.06920.06980.0680.04610.05490.06710.06540.01260.05030.0698Highest Quarter:0.06082009-09-30Lowest Quarter:-0.01932004-06-30February 2, 20140.06830.05430.05040.06720.06560.05350.06080.07040.10630.10530.06180.04690.04440.06060.0590.05090.05390.06462011-03-012011-03-012003-12-312003-12-312003-12-312003-12-312003-12-312003-12-312003-12-312003-12-310000.0475<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">6.08%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;04,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-1.93%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>2504920000<b>Average Annual Total Returns</b><br/>(for the periods ended December 31, 2012)859Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:0.0060.0060.0060.0060000.08920.00250.08170.06060.0570.08090.08150.02640.065814818890.04214800.0020.0038350.06370.00450.04050.04170.00450.06460.064718370.05170.05940.05950.05790.0080.03870.03890.0090.05810.0580.01050.05020.05240.0130.0518778297591-0.0005-0.001-0.001-0.001<b>Portfolio Turnover</b>0.08140.0075The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 86% of the average value of its portfolio.0.0080.00950.0122010-12-030.86<b>INVESTMENTS, RISKS, AND PERFORMANCE<br/><br/>Principal Investment Strategies</b><b>Although the Fund seeks to maintain a stable net asset value of $1.00 per share, it is possible to lose money by investing in the Fund.</b><b>An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to maintain a stable net asset value of $1.00 per share, it is possible to lose money by investing in the Fund. </b><b>An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.</b>The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.The Fund invests primarily in lower rated U.S. debt securities (&#8220;junk&#8221; or &#8220;high yield&#8221; bonds), including securities in default. Debt securities may include, for example, corporate bonds, mortgage-backed and asset-backed securities, and obligations of the U.S. government or its agencies or instrumentalities. Under normal circumstances, the Fund invests at least 80% of its net assets in lower rated fixed income securities (rated below Baa3 by Moody&#8217;s or BBB- by Standard &amp; Poor&#8217;s (using the lower rating) or, if unrated, determined by the Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), to be of comparable quality). The Fund may also invest in convertible securities, preferred stocks, warrants, bank loans, and other fixed income securities, including Rule 144A securities, of both U.S. and foreign issuers. Currently, Babson Capital does not expect that the Fund will invest more than 20% of its total assets in bank loans. The Fund may invest up to 15% of its total assets in securities that are not denominated in U.S. dollars including, but not limited to, corporate bonds, government and agency issues, Rule 144A securities, convertible securities, bank loans, mortgage-backed, and asset-backed securities.<br/><br/>In pursuing its investment objective, the Fund may (but is not obligated to) use a wide variety of exchange-traded and over-the-counter derivatives, including futures contracts (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments); interest rate swaps (for hedging purposes or as a substitute for direct investments); total return swaps (for hedging purposes); and credit default swaps (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments). Use of derivatives by the Fund may create investment leverage. <br/><br/> The Fund may enter into repurchase agreement transactions. The Fund may hold a portion of its assets in cash or cash equivalents. The Fund may enter into reverse repurchase agreement transactions. Under normal market conditions, the Fund expects to have a dollar-weighted average portfolio maturity ranging from 4 to 10 years. The Fund&#8217;s portfolio may include securities with maturities outside this range, and the range may change from time to time.<br/><br/> In selecting the Fund&#8217;s investments, Babson Capital employs a bottom-up, fundamental approach to its credit analysis, which focuses first on a specific issuer&#8217;s financial strength, among other things, before considering trends or macro economic factors. Babson Capital prefers companies that it believes possess one or more of the following characteristics: strong business position, ability to generate free cash flow to repay debt, favorable capital structure, high level of fixed assets, conservative accounting, and respected management or equity sponsor(s) (such management and sponsors would have a good reputation and/or have had prior positive relations with Babson Capital).<br/><br/> The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.<b>Principal Risks</b>0.010.01150.0130.016-0.0013-0.0013-0.0013-0.00130.01470.0117Highest Quarter:0.01020.00872006-09-300.0123Lowest Quarter:2502772012-09-303248580The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money. <br/><br/><b>Bank Loans Risk</b> Bank loans in which the Fund may invest have similar risks to lower-rated fixed income securities. Changes in the financial condition of the borrower or economic conditions or other circumstances may reduce the capacity of the borrower to make principal and interest payments on such instruments and may lead to defaults. Senior secured bank loans are supported by collateral; however the value of the collateral may be insufficient to cover the amount owed to the Fund. If the Fund relies on a third party to administer a loan, the Fund is subject to the risk that the third party will fail to perform its obligations. In addition, if the Fund holds only a participation interest in a loan made by a third party, the Fund&#8217;s receipt of payments on the loan will be dependent on the third party&#8217;s willingness and ability to make those payments to the Fund. <br/><br/><b> Cash Position Risk </b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested. <br/><br/><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations. <br/><br/><b>Derivatives Risk</b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges. <br/><br/><b>Dollar Roll and Reverse Repurchase Agreement Transaction Risk</b> These transactions may create leverage and subject the Fund to the credit risk of the counterparty. <br/><br/><b>Fixed Income Securities Risk</b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk. <br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk</b> Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates. <br/><br/><b>Frequent Trading/Portfolio Turnover Risk</b> Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term gains). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performance. <br/><br/><b>Inflation Risk</b> The value of assets or income from the Fund&#8217;s investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund&#8217;s assets can decline as can the value of the Fund&#8217;s distributions. <br/><br/><b>Leveraging Risk</b> Instruments and transactions, including derivatives and dollar roll and reverse repurchase agreement transactions, that create leverage may cause the value of an investment in the Fund to be more volatile and all other risks will tend to be compounded. <br/><br/><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains. <br/><br/><b>Lower-Rated Fixed Income Securities Risk</b> Lower-rated securities, commonly known as &#8220;junk&#8221; or &#8220;high yield&#8221; bonds, have speculative characteristics and involve greater volatility of price and yield, greater risk of loss of principal and interest, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer&#8217;s ability to honor its obligations. <br/><br/><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses. <br/><br/><b> Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services. <br/><br/><b> Mortgage- and Asset-Backed Securities Risk</b> Investments in mortgage- and asset-backed securities subject the Fund to credit risk, interest rate risk, extension risk, and prepayment risk, among other risks. Mortgage-backed and asset-backed securities not issued by a government agency generally involve greater credit risk than securities issued by government agencies. The types of mortgages (for example, residential or commercial mortgages) underlying securities held by the Fund may differ and be affected differently by market factors. Investments that receive only the interest portion or the principal portion of payments on the underlying assets may be more volatile than other investments. The market for mortgage- and asset-backed securities has recently experienced high volatility and a lack of liquidity. As a result, the value of many of these securities has significantly declined. <br/><br/><b> Repurchase Agreement Risk</b> These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral. <br/><br/><b> U.S. Government Securities Risk</b> Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities. <br/><br/><b> Valuation Risk</b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued. <br/><br/><b> When-Issued, Delayed Delivery, and Forward Commitment Transaction Risk</b> These transactions may create leverage and involve a risk of loss if the value of the securities declines prior to settlement.4394895701145985109912741960You have the potential to make money by investing in the Fund, but you can also lose money.0.0090.0079<b>Performance Information</b>-0.0013-0.00130.00770.0066The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years (or 1 year and since inception for Class Z shares) compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years (or 1 year and since inception for Class Z shares) compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.<b>MassMutual Premier Balanced Fund</b><b>INVESTMENT OBJECTIVE</b>This Fund seeks to achieve a high total rate of return over an extended period of time consistent with the preservation of capital by investing in a diversified portfolio of equity securities, fixed income securities, and money market instruments.<b>FEES AND EXPENSES OF THE FUND</b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example</b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:<b>Portfolio Turnover</b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 228% of the average value of its portfolio.<b>INVESTMENTS, RISKS, AND PERFORMANCE</b><br/><br/><b>Principal Investment Strategies</b>February 2, 2014The Fund seeks its investment objective by investing across different asset classes (U.S. equity securities, international equity securities, fixed income securities, including bank loans and Rule 144A securities, and money market instruments), each represented by a different segment of the Fund&#8217;s portfolio. Under normal market conditions, the Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), expects that 40%-70% of the Fund&#8217;s net assets will be invested in U.S. equity securities (the Core U.S. Equity Segment), 1%-15% of the Fund&#8217;s net assets will be invested in international equity securities (the Core International Equity Segment), 30%-50% of the Fund&#8217;s net assets will be invested in fixed income securities (the Core Bond Segment), and up to 30% of the Fund&#8217;s net assets will be invested in money market instruments (the Money Market Segment). Babson Capital typically adjusts the allocation among the four segments, based on its judgment about each segment&#8217;s potential for returns in comparison with those of other segments and corresponding risk. The Fund may hold a portion of its assets in cash or cash equivalents. In unusual circumstances the Fund may, for temporary defensive purposes, invest up to 100% of its total assets in money market instruments or cash. The Fund may enter into repurchase agreement transactions.<br /><br />The equity securities in which the Fund invests may include common stock (both growth and value stocks), preferred stock, securities convertible into common or preferred stock, rights, and warrants of issuers of any size, exchange-traded funds, and American Depositary Receipts (&#8220;ADRs&#8221;). The Fund expects normally to invest most of its assets in common stocks of large capitalization U.S. and international companies (generally common stocks of companies whose market capitalizations at the time of purchase are within the market capitalization range of companies included in the S&amp;P 500 Index (as of December 31, 2012, $1.63 billion to $499.82 billion)), although it may invest in companies of any size.<br /><br />Fixed income securities in which the Fund invests primarily include U.S. dollar-denominated corporate obligations, securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities, U.S. and foreign issuer (including issuers in emerging markets) dollar-denominated bonds including, but not limited to, corporate obligations, government and agency issues, private placement bonds, securities subject to resale pursuant to Rule 144A, convertible bonds, mortgage-backed, and other asset-backed securities. The Fund expects that most of its fixed-income investments will be of investment-grade, meaning that they will be rated Baa or higher by Moody&#8217;s or BBB or higher by Standard &amp; Poor&#8217;s or, if unrated, considered to be of comparable quality by the subadviser, although the Fund may invest any portion of its assets in securities below investment grade (&#8220;junk&#8221; or &#8220;high yield&#8221; bonds), including securities in default. In the event that a security is downgraded after its purchase by the Fund, the Fund may continue to hold the security if Babson Capital considers that doing so would be consistent with the Fund&#8217;s investment objective. The duration of the Fixed Income segment of the Fund will normally be maintained within +/-10% of the benchmark index, the Barclay&#8217;s U.S. Aggregate Bond Index. The Fund may but will not necessarily engage in foreign currency forward contracts to take long or short positions in foreign currencies in order to enhance the Fund&#8217;s investment return or to attempt to protect against adverse changes in currency exchange rates.<br /><br />The Fund may (but is not obligated to) use a wide variety of exchange-traded and over-the-counter derivatives, including futures contracts (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio of debt securities, or as a substitute for direct investments); interest rate swaps (for hedging purposes or as a substitute for direct investments); total return swaps (for hedging purposes or to gain exposure to securities or markets in which it might not be able to invest directly); and credit default swaps (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio of debt securities, or as a substitute for direct investments). Use of derivatives by the Fund may create investment leverage. The Fund may enter into dollar roll and reverse repurchase agreement transactions.<br /><br />The equity portions of the Fund combine value and growth approaches to achieve a core exposure to the equity markets.<br /><br />The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.<b>Principal Risks</b>4.63For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.<b>Annual Performance</b><br/><br/><b>Class S Shares</b>25000Other expenses for Class Z have been restated to reflect current fees.<table style="border-collapse: collapse; " border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom"><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 0pt;">Highest</p><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 1pt;">Quarter:</p></td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;06,</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">1.23%</td><td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td><td valign="bottom">&nbsp;&nbsp;</td><td valign="bottom"></td><td valign="bottom">&nbsp;&nbsp;</td><td valign="bottom"><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 0pt;">Lowest</p><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 1pt;">Quarter:</p></td><td valign="bottom">&nbsp;</td><td valign="bottom" colspan="3"><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 0pt;">3Q&nbsp;&nbsp;&#8217;09&nbsp;thru</p><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 1pt;">3Q&nbsp;&nbsp;&#8217;12,&nbsp;0.00%</p></td></tr></table>You have the potential to make money by investing in the Fund, but you can also lose money.0.0480.06090.0580.04290.02070.05320.0420.0215The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br/><br/><b>Bank Loans Risk</b> Bank loans in which the Fund may invest have similar risks to lower-rated fixed income securities. Changes in the financial condition of the borrower or economic conditions or other circumstances may reduce the capacity of the borrower to make principal and interest payments on such instruments and may lead to defaults. Senior secured bank loans are supported by collateral; however the value of the collateral may be insufficient to cover the amount owed to the Fund. If the Fund relies on a third party to administer a loan, the Fund is subject to the risk that the third party will fail to perform its obligations. In addition, if the Fund holds only a participation interest in a loan made by a third party, the Fund&#8217;s receipt of payments on the loan will be dependent on the third party&#8217;s willingness and ability to make those payments to the Fund.<br/><br/><b>Cash Position Risk</b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br/><br/><b>Convertible Securities Risk</b> Convertible securities are subject to the risks of both debt securities and equity securities. The values of convertible securities tend to decline as interest rates rise and, due to the conversion feature, tend to vary with fluctuations in the market value of the underlying common or preferred stock.<br/><br/><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br/><br/><b>Derivatives Risk</b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br/><br/><b>Fixed Income Securities Risk</b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk.<br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk</b> Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br/><br/><b>Frequent Trading/Portfolio Turnover Risk</b> Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term gains). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performance.<br/><br/><b>Inflation Risk</b> The value of assets or income from the Fund&#8217;s investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund&#8217;s assets can decline as can the value of the Fund&#8217;s distributions.<br/><br/><b>Leveraging Risk</b> Instruments and transactions, including derivatives and reverse repurchase agreement transactions, that create leverage may cause the value of an investment in the Fund to be more volatile and all other risks will tend to be compounded.<br/><br/><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br/><br/><b>Lower-Rated Fixed Income Securities Risk</b> Lower-rated securities, commonly known as &#8220;junk&#8221; or &#8220;high yield&#8221; bonds, have speculative characteristics and involve greater volatility of price and yield, greater risk of loss of principal and interest, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer&#8217;s ability to honor its obligations.<br/><br/><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br/><br/><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br/><br/> <b>Mortgage- and Asset-Backed Securities Risk</b> Investments in mortgage- and asset-backed securities subject the Fund to credit risk, interest rate risk, extension risk, and prepayment risk, among other risks. Mortgage-backed and asset-backed securities not issued by a government agency generally involve greater credit risk than securities issued by government agencies. The types of mortgages (for example, residential or commercial mortgages) underlying securities held by the Fund may differ and be affected differently by market factors. Investments that receive only the interest portion or the principal portion of payments on the underlying assets may be more volatile than other investments. The market for mortgage- and asset-backed securities has recently experienced high volatility and a lack of liquidity. As a result, the value of many of these securities has significantly declined.<br/><br/><b>Preferred Stock Risk</b> Preferred stocks are subject to the risks associated with other types of equity securities, as well as additional risks, such as potentially greater volatility and risks related to deferral, non-cumulative dividends, subordination, liquidity, limited voting rights, and special redemption rights.<br/><br/><b>Repurchase Agreement Risk</b> These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral.<br/><br/><b>Reverse Repurchase Agreement Transaction Risk</b> These transactions may create leverage and subject the Fund to the credit risk of the counterparty.<br/><br/><b>U.S. Government Securities Risk</b> Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities.<br/><br/><b>Valuation Risk</b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.0.0404The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /> <b>Bank Loans Risk</b> Bank loans in which the Fund may invest have similar risks to lower-rated fixed income securities. Changes in the financial condition of the borrower or economic conditions or other circumstances may reduce the capacity of the borrower to make principal and interest payments on such instruments and may lead to defaults. Senior secured bank loans are supported by collateral; however the value of the collateral may be insufficient to cover the amount owed to the Fund. If the Fund relies on a third party to administer a loan, the Fund is subject to the risk that the third party will fail to perform its obligations. In addition, if the Fund holds only a participation interest in a loan made by a third party, the Fund&#8217;s receipt of payments on the loan will be dependent on the third party&#8217;s willingness and ability to make those payments to the Fund.<br /><br /> <b>Cash Position Risk </b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /> <b>Convertible Securities Risk</b> Convertible securities are subject to the risks of both debt securities and equity securities. The values of convertible securities tend to decline as interest rates rise and, due to the conversion feature, tend to vary with fluctuations in the market value of the underlying common or preferred stock.<br /><br /> <b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br /><br /> <b>Derivatives Risk </b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br /><br /> <b>Dollar Roll and Reverse Repurchase Agreement Transaction Risk </b> These transactions may create leverage and subject the Fund to the credit risk of the counterparty.<br /><br /> <b>Fixed Income Securities Risk </b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk.<br /><br /> <b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b> Foreign securities, including ADRs, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br /><br /> <b>Frequent Trading/Portfolio Turnover Risk </b> Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term gains). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performance.<br /><br /> <b>Growth Company Risk </b> The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br /><br /> <b>Leveraging Risk</b> Instruments and transactions, including derivatives and dollar roll and reverse repurchase agreement transactions, that create leverage may cause the value of an investment in the Fund to be more volatile and all other risks will tend to be compounded.<br /><br /> <b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /> <b>Lower-Rated Fixed Income Securities Risk</b> Lower-rated securities, commonly known as &#8220;junk&#8221; or &#8220;high yield&#8221; bonds, have speculative characteristics and involve greater volatility of price and yield, greater risk of loss of principal and interest, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer&#8217;s ability to honor its obligations. <br /><br /> <b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /> <b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /> <b>Mortgage- and Asset-Backed Securities Risk </b> Investments in mortgage- and asset-backed securities subject the Fund to credit risk, interest rate risk, extension risk, and prepayment risk, among other risks. Mortgage-backed and asset-backed securities not issued by a government agency generally involve greater credit risk than securities issued by government agencies. The types of mortgages (for example, residential or commercial mortgages) underlying securities held by the Fund may differ and be affected differently by market factors. Investments that receive only the interest portion or the principal portion of payments on the underlying assets may be more volatile than other investments. The market for mortgage- and asset- backed securities has recently experienced high volatility and a lack of liquidity. As a result, the value of many of these securities has significantly declined.<br /><br /> <b>Preferred Stock Risk</b> Preferred stocks are subject to the risks associated with other types of equity securities, as well as additional risks, such as potentially greater volatility and risks related to deferral, non-cumulative dividends, subordination, liquidity, limited voting rights, and special redemption rights.<br /><br /> <b>Repurchase Agreement Risk</b> These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral.<br /><br /> <b>Risk of Investment in Other Funds or Pools</b> The Fund is indirectly exposed to all of the risks of the underlying funds, including exchange-traded Funds, in which it invests, including the risk that the underlying funds will not perform as expected. The Fund indirectly pays a portion of the expenses incurred by the underlying funds.<br /><br /> <b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br /><br /> <b>U.S. Government Securities Risk </b> Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities.<br /><br /><b>Valuation Risk </b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br /><br /><b>Value Company Risk</b> The value investment approach entails the risk that the market will not recognize a security&#8217;s intrinsic value for a long time, or that a stock judged to be undervalued may actually be appropriately priced.<br /><br /> <b>When-Issued, Delayed Delivery, and Forward Commitment Transaction Risk</b> These transactions may create leverage and involve a risk of loss if the value of the securities declines prior to settlement.0.06630.0160.01360.0151-0.00050.12660.0719The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years (or one year and since inception for Class Z shares) compare with those of a broad measure of market performance.1-888-309-35390.07430.0301<b>Performance Information</b>0.0299The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance (S&amp;P 500<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> Index) and additional indexes, including an index that provides a comparison relevant to the Fund&#8217;s allocation to international investments, an index that provides a comparison relevant to the Fund&#8217;s allocation to fixed income investments, and a hypothetical custom index which comprises the S&amp;P 500, MSCI<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> EAFE<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup>, and Barclays U.S. Aggregate Bond Indexes. Performance for Class A shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.0.05940.0524http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.0.03390.0333<b>Performance Information</b>0.0553After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.250002.28You have the potential to make money by investing in the Fund, but you can also lose money.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance (S&amp;P 500<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> Index) and additional indexes, including an index that provides a comparison relevant to the Fund&#8217;s allocation to international investments, an index that provides a comparison relevant to the Fund&#8217;s allocation to fixed income investments, and a hypothetical custom index which comprises the S&amp;P 500, MSCI<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> EAFE<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup>, and Barclays U.S. Aggregate Bond Indexes.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.http://www.massmutual.com/funds1-888-309-3539Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.You have the potential to make money by investing in the Fund, but you can also lose money.The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class Y shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years (or one year and since inception for Class Z shares) compare with those of a broad measure of market performance. Performance for Class S, Class L, Class A, and Class N shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class Y shares, adjusted for Class L, Class A, and Class N shares to reflect Class L, Class A, and Class N expenses, respectively, and for Class A and Class N shares to reflect any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.http://www.massmutual.com/funds1-888-309-3539<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">1Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">5.13%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-3.61%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>The bar chart shows changes in the Fund&#8217;s performance from year to year for Class Y shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years (or one year and since inception for Class Z shares) compare with those of a broad measure of market performance.Performance for Class A and Class N shares of the Fund reflects any applicable sales charge.Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">5.37%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;04,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-2.29%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table><b>Annual Performance<br/><br/>Class Y Shares</b>Highest Quarter:0.02072010-09-300.0990.046Lowest Quarter:2009-03-310.0498-0.057Highest Quarter:2009-09-300.0537Lowest Quarter:2004-06-30-0.0229<div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierDiversifiedBondFund column period compact * ~</div>
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After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After- tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After- tax returns are shown for Class S only. After-tax returns for other classes will vary.<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleNoRedemptionTransposedMassMutualPremierDiversifiedBondFund column period compact * ~</div>
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<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;03,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">11.09%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-13.37%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.Highest Quarter:2003-06-300.1109Lowest Quarter:2008-12-31-0.1337<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class Y only. After-tax returns for other classes will vary.0.16990.15810.10170.09210.02040.04550.04940.01930.04420.048-0.03170.03120.035<div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierInternationalBondFund column period compact * ~</div>
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2011-03-010.16830.16490.09630.14930.15810.16770.140.1090.08440.05260.05240.10340.07680.06750.08270.08480.09550.06530.06410.09590.09390.08490.0880.10620.04210.06540.05612010-12-032010-12-030.05940.04490.03990.05930.05780.00560.042After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.0.04210.06550.04610.04810.0640.05130.05880.0595After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.0.0550.03690.03650.05470.05350.04590.04790.0518After-tax returns are shown for Class Y only. After-tax returns for other classes will vary.Performance for Class S, Class L, Class A, and Class N shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class Y shares, adjusted for Class L, Class A, and Class N shares to reflect Class L, Class A, and Class N expenses, respectively, and for Class A and Class N shares to reflect any applicable sales charge.<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualFundOperatingExpensesMassMutualPremierCoreBondFund column period compact * ~</div>
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0.0617After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.0000.05750000<b>Average Annual Total Returns </b><br/>(For the periods ended December 31, 2012)0.00480.00480.00480.00480.06560000.00250.00170.00330.00480.00480.00040.00040.00040.00040.00690.00850.010.012570871026952212713189493844715521222859104912251999<b>MassMutual Premier Disciplined Value Fund</b><b>INVESTMENT OBJECTIVE </b>This Fund seeks to outperform the total return performance of its benchmark index, the Russell 1000<sup>&#174;</sup> Value Index*, while maintaining risk characteristics similar to those of the benchmark.<br/><br/>* Fund is not promoted, sponsored, or endorsed by, nor in any way affiliated with Russell Investment Group (&#8220;Russell&#8221;). Russell is not responsible for and has not reviewed the Fund nor any associated literature or publications and Russell makes no representation or warranty, express or implied, as to their accuracy, or completeness, or otherwise. The Russell 1000<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> Value Index and Russell<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> are trademarks of the Frank Russell Company.<b>FEES AND EXPENSES OF THE FUND </b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses </b>(expenses that you pay each year as a percentage of the value of your investment)<b>Example </b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:<b>Portfolio Turnover </b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 127% of the average value of its portfolio.<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/> <b>Principal Investment Strategies </b>Under normal circumstances, the Fund invests substantially all (but not less than 80%) of its net assets in common stocks of companies whose market capitalizations at the time of purchase are within the market capitalization range of companies included in the Russell 1000<sup>&#174;</sup> Value Index (&#8220;Index&#8221;) (as of December 31, 2012, $317 million to $394.61 billion). The Index is a market capitalization-weighted index of those stocks of the 1,000 largest US-domiciled companies that exhibit value-oriented characteristics. The Fund may use futures contracts as a substitute for direct investments. Use of derivatives by the Fund may create investment leverage.<br/><br/> The Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), employs quantitative analysis to identify stocks included within the Index that it believes have the potential to outperform the Index over time, using a proprietary quantitative model that ranks all stocks included in the Index based on factors such as a company&#8217;s valuation, earnings quality, stock price momentum, and earnings improvement. Based on these rankings, Babson Capital seeks to construct a broadly diversified portfolio that it believes may have the potential to produce higher returns than the Index while maintaining risk characteristics similar to the Index. Babson Capital will typically adjust Index weights to: (1) overweight high-ranking stocks, (2) underweight low-ranking stocks (or not hold them at all), and (3) market weight stocks that do not have particularly high or low rankings. Babson Capital may also consider stocks not included in the Index but with similar market capitalizations. Babson Capital does not use market timing or macro-economic forecasting in constructing the Fund&#8217;s portfolio.<br/><br/>The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.<b>Principal Risks </b>The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /><b>Cash Position Risk </b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br /><br /><b>Derivatives Risk </b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br /><br /><b>Frequent Trading/Portfolio Turnover Risk </b> Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term gains). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performance.<br /><br /><b>Indexing Risk</b> The Fund&#8217;s performance may not track the performance of the index exactly due to a number of factors, including fees and expenses of the Fund, and the Fund&#8217;s cash positions.<br /><br /><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /><b>Valuation Risk </b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br /><br /><b>Value Company Risk</b> The value investment approach entails the risk that the market will not recognize a security&#8217;s intrinsic value for a long time, or that a stock judged to be undervalued may actually be appropriately priced.<b>Performance Information </b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class Y shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance. Performance for Class S, Class L, Class A, and Class N shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class Y shares, adjusted for Class L, Class A, and Class N shares to reflect Class L, Class A, and Class N expenses, respectively, and for Class A and Class N shares to reflect any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.<b>Annual Performance</b><br/><br/><b>Class Y Shares </b><b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)0.12450.12060.08410.12180.11920.05380.160.17320.04210.11870.11570.03710.03150.02940.03520.03360.01920.0166-0.03690.05950.0280.0372<b>MassMutual Premier Short-Duration Bond Fund</b>0.06590.05930.05470.06410.06230.05370.0710.0821<b>INVESTMENT OBJECTIVE</b>0.05180.0650.0651This Fund seeks to achieve a high total rate of return primarily from current income while minimizing fluctuations in capital values by investing primarily in a diversified portfolio of short-term investment grade fixed income securities.<b>FEES AND EXPENSES OF THE FUND</b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class Y only. After-tax returns for other classes will vary.0000.05750Highest Quarter:2009-09-300.1134Lowest Quarter:2008-12-31-0.12730.0050.0050.0050.0050.005Because Total Annual Fund Operating Expenses include Acquired Fund fees and expenses, they may not correspond to the ratios of expenses to average daily net assets shown in the &#8220;Financial Highlights&#8221; tables in the Prospectus, which reflect the operating expenses of the Fund and do not include Acquired Fund fees and expenses.0000.00250.005<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)250000.00070.00160.0030.0030.00350.00010.00010.00010.00010.00010.00580.00670.00810.01060.0136<b>Shareholder Fees</b> (fees paid directly from your investment)00000.0350000000.015968836772381862142598934313243734501126745726835100217951635<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)0.0040.0040.0040.0040.0040.00400000.00250.0050.00110.0030.00350.00430.00430.00480.00510.0070.00750.00830.01080.0138-0.0014-0.0014-0.0014-0.0014-0.0014-0.0014<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">11.34%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-12.73%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>0.00370.00560.00610.00690.00940.01240.16420.16040.11180.16540.0940.14650.17510.0004-0.003-0.00030.0015-0.0152-0.00650.00590.06860.06140.05840.070.05830.06130.0738<b>MassMutual Premier Value Fund</b><b>INVESTMENT OBJECTIVE </b>This Fund seeks to achieve long-term capital appreciation primarily through investment in a portfolio of common stocks of established companies.<b>FEES AND EXPENSES OF THE FUND </b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example </b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:<b>Portfolio Turnover </b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 72% of the average value of its portfolio.<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/><b>Principal Investment Strategies </b>The Fund invests primarily in common stocks of companies with varying market capitalizations that the Fund&#8217;s subadviser, OFI Institutional Asset Management, Inc. (&#8220;OFI Institutional&#8221;), believes are undervalued in the marketplace. While the Fund does not limit its investments to issuers in a particular capitalization range, OFI Institutional currently focuses on securities of larger size companies. The Fund typically invests most of its assets in equity securities of U.S. companies, but may invest in foreign securities, including emerging market securities. Equity securities may include common stocks, preferred stocks, securities convertible into common or preferred stock, rights, and warrants. The Fund may invest up to 25% of its total assets in foreign securities of companies or governments in any country, including developed and emerging countries. The Fund may invest up to 10% of its net assets in debt securities. The Fund may purchase and sell exchange-traded and over-the-counter options for hedging purposes or to take long or short positions on one or more equity securities. Use of derivatives by the Fund may create investment leverage. The Fund may hold a portion of its assets in cash or cash equivalents. <br /><br />OFI Institutional typically employs a bottom-up approach in selecting securities for the Fund, using fundamental analysis to select securities that it believes are undervalued. While this process may change over time and vary in particular cases, OFI Institutional generally may consider a variety of factors in evaluating a company, such as attractive valuation, future supply/demand for key products, product cycles, quality of management, competitive position, cash reinvestment plans, and better-than-expected earnings reports. OFI Institutional may consider selling a security if, for example, in OFI Institutional&#8217;s judgment, the stock&#8217;s price is approaching its target, the company&#8217;s fundamentals are deteriorating, or more attractive alternative investment ideas have been identified. <br /><br />The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.<b>Principal Risks </b>February 2, 2014The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /><b>Cash Position Risk </b>The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /><b>Convertible Securities Risk</b> Convertible securities are subject to the risks of both debt securities and equity securities. The values of convertible securities tend to decline as interest rates rise and, due to the conversion feature, tend to vary with fluctuations in the market value of the underlying common or preferred stock.<br /><br /><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br /><br /><b>Derivatives Risk </b>Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br /><br /><b>Fixed Income Securities Risk </b>The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk.<br /><br /><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b>Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br /><br /><b>Frequent Trading/Portfolio Turnover Risk </b>Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term goals). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performance.<br /><br /><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /><b>Preferred Stock Risk</b> Preferred stocks are subject to the risks associated with other types of equity securities, as well as additional risks, such as potentially greater volatility and risks related to deferral, non-cumulative dividends, subordination, liquidity, limited voting rights, and special redemption rights.<br /><br /><b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br /><br /><b>Valuation Risk </b>The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br /><br /><b>Value Company Risk</b> The value investment approach entails the risk that the market will not recognize a security&#8217;s intrinsic value for a long time, or that a stock judged to be undervalued may actually be appropriately priced.0.183<b>Performance Information </b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class L shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance (Russell 1000<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> Value Index) and an additional index that provides a comparison for the Fund&#8217;s returns without regard to investment style. Performance for Class S, Class Y, Class A, and Class N shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class L shares, adjusted for Class A and Class N shares to reflect Class A and Class N expenses, respectively, and to reflect any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.0.084<b>Annual Performance</b><br/><br/><b>Class L Shares </b>0.0443<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">19.56%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-26.63%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>0.11640.0555-0.23650.21070.12440.0263After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class L only. After-tax returns for other classes will vary.0.1245<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.250000.72You have the potential to make money by investing in the Fund, but you can also lose money.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class L shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance (Russell 1000<sup>&#174;</sup> Value Index) and an additional index that provides a comparison for the Fund&#8217;s returns without regard to investment style.1-888-309-3539http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.Performance for Class S, Class Y, Class A, and Class N shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class L shares, adjusted for Class A and Class N shares to reflect Class A and Class N expenses, respectively, and to reflect any applicable sales charge.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.<b>Example</b>After-tax returns are shown for Class L only. After-tax returns for other classes will vary.Highest Quarter:This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:2009-06-300.1956Lowest Quarter:2008-12-31-0.2663385762704432261492102262516684230.24462710.16023764030.01594479120.15557420.0619-0.41730.33770.1494-0.04690.13946278579171012160916450000.0575000000.010.0050.0050.0050.0050.005Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:0000.00250.0050.1634-0.00070.06720.00120.00220.00330.00371260.00434237420.00720.00620.008316450.01430.0112<b>Portfolio Turnover</b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 349% of the average value of its portfolio.63746833.492461992309114523464011156782774894102518601713<table style="border-collapse: collapse; " border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom"><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 0pt;">Highest</p><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 1pt;">Quarter:</p></td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;09,</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">17.77%</td><td valign="bottom" align="right">Lowest Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">-21.87%</td></tr></table><b>INVESTMENTS, RISKS, AND PERFORMANCE</b><br/><br/><b>Principal Investment Strategies</b>0.28730.16450.08020.2153-0.0151-0.360.16930.144185265460Under normal circumstances, the Fund invests at least 80% of its net assets in investment grade fixed income securities (rated Baa or higher by Moody&#8217;s or BBB or higher by Standard &amp; Poor&#8217;s or, if unrated, determined to be of comparable quality by the subadviser). These typically include U.S. dollar-denominated corporate obligations, securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities, U.S. and foreign issuer dollar-denominated bonds including, but not limited to, corporate obligations, government and agency issues, private placement bonds, securities subject to resale pursuant to Rule 144A, mortgage-backed, and other asset-backed securities. <br/><br/>The Fund may also invest in below investment grade debt securities (&#8220;junk&#8221; or &#8220;high yield&#8221; bonds), including securities in default, and including bank loans; normally, 10% or less of the Fund&#8217;s total assets will be invested in below investment grade debt securities. In the event that a security is downgraded after its purchase by the Fund, the Fund may continue to hold the security if the Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), considers that doing so would be consistent with the Fund&#8217;s investment objective.<br/><br/>The Fund may invest up to 15% of its total assets in securities that are not denominated in U.S. dollars including, but not limited to, corporate obligations, government and agency issues, private placement bonds, securities subject to resale pursuant to Rule 144A, mortgage-backed, and other asset-backed securities. The Fund may also invest in non-dollar denominated high yield bonds, including bank loans.<br/><br/>In pursuing its investment objective, the Fund may (but is not obligated to) use a wide variety of exchange-traded and over-the-counter derivatives, including futures contracts (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments); interest rate swaps (for hedging purposes or to gain exposure to securities or markets in which it might not be able to invest directly); total return swaps (for hedging purposes or as a substitute for direct investments); and credit default swaps (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio, or as a substitute for direct investments). Use of derivatives by the Fund may create investment leverage.<br/><br/>The Fund may also invest in money market securities, including commercial paper. The Fund may enter into repurchase agreement transactions. The Fund may hold a portion of its assets in cash or cash equivalents. The Fund may enter into dollar roll and reverse repurchase agreement transactions.<br/><br/>The Fund seeks to maintain a dollar-weighted average duration of less than three years; Babson Capital may increase or decrease its duration in response to changes in interest rates and other factors. Duration measures the price sensitivity of a bond to changes in interest rates. Duration is the dollar weighted average time to maturity of a bond utilizing the present value of all future cash flows.<br/><br/>Babson Capital generally selects the Fund&#8217;s investments based on its analysis of opportunities and risks of various securities and market sectors. Babson Capital may choose to sell securities with deteriorating credit or limited upside potential compared to other available securities.<br/><br/>The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.0.00520.164278217131464520.13940.1370.09390.14240.14130.07140.12290.17510.16The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br/><br/><b>Bank Loans Risk</b> Bank loans in which the Fund may invest have similar risks to lower-rated fixed income securities. Changes in the financial condition of the borrower or economic conditions or other circumstances may reduce the capacity of the borrower to make principal and interest payments on such instruments and may lead to defaults. Senior secured bank loans are supported by collateral; however the value of the collateral may be insufficient to cover the amount owed to the Fund. If the Fund relies on a third party to administer a loan, the Fund is subject to the risk that the third party will fail to perform its obligations. In addition, if the Fund holds only a participation interest in a loan made by a third party, the Fund&#8217;s receipt of payments on the loan will be dependent on the third party&#8217;s willingness and ability to make those payments to the Fund.<br/><br/><b>Cash Position Risk </b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br/><br/><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations. <br/><br/><b>Derivatives Risk </b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br/><br/><b>Dollar Roll and Reverse Repurchase Agreement Transaction Risk</b> These transactions may create leverage and subject the Fund to the credit risk of the counterparty.<br/><br/><b>Fixed Income Securities Risk </b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk.<br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b> Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br/><br/><b>Frequent Trading/Portfolio Turnover Risk </b> Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term gains). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performance.<br/><br/><b>Inflation Risk </b> The value of assets or income from the Fund&#8217;s investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund&#8217;s assets can decline as can the value of the Fund&#8217;s distributions.<br/><br/><b>Leveraging Risk</b> Instruments and transactions, including derivatives and dollar roll and reverse repurchase agreement transactions, that create leverage may cause the value of an investment in the Fund to be more volatile and all other risks will tend to be compounded.<br/><br/><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br/><br/><b>Lower-Rated Fixed Income Securities Risk</b> Lower-rated securities, commonly known as &#8220;junk&#8221; or &#8220;high yield&#8221; bonds, have speculative characteristics and involve greater volatility of price and yield, greater risk of loss of principal and interest, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer&#8217;s ability to honor its obligations.<br/><br/><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br/><br/><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br/><br/><b>Mortgage- and Asset-Backed Securities Risk </b> Investments in mortgage- and asset-backed securities subject the Fund to credit risk, interest rate risk, extension risk, and prepayment risk, among other risks. Mortgage-backed and asset-backed securities not issued by a government agency generally involve greater credit risk than securities issued by government agencies. The types of mortgages (for example, residential or commercial mortgages) underlying securities held by the Fund may differ and be affected differently by market factors. Investments that receive only the interest portion or the principal portion of payments on the underlying assets may be more volatile than other investments. The market for mortgage- and asset-backed securities has recently experienced high volatility and a lack of liquidity. As a result, the value of many of these securities has significantly declined.<br/><br/><b>Repurchase Agreement Risk</b> These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral.<br/><br/><b>U.S. Government Securities Risk </b> Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities.<br/><br/><b>Valuation Risk </b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br/><br/><b>When-Issued, Delayed Delivery, and Forward Commitment Transaction Risk</b> These transactions may create leverage and involve a risk of loss if the value of the securities declines prior to settlement.-0.0055-0.0079-0.0051-0.0033-0.0045-0.02-0.01150.00590.01660.05760.05130.04890.05950.05860.04850.05140.07380.071You have the potential to make money by investing in the Fund, but you can also lose money.<b>Performance Information</b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years (or 1 year and since inception for Class Z shares) compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years (or 1 year and since inception for Class Z shares) compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.<b>Annual Performance</b><br/><br/><b>Class S Shares</b>0.03680.02760.01960.04770.0594-0.00250.12211.27For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.0.0534250000.03380.0315Because Total Annual Fund Operating Expenses include Acquired Fund fees and expenses, they may not correspond to the ratios of expenses to average daily net assets shown in the &#8220;Financial Highlights&#8221; tables in the Prospectus, which reflect the operating expenses of the Fund and do not include Acquired Fund fees and expenses.You have the potential to make money by investing in the Fund, but you can also lose money.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class Y shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class Y only. After-tax returns for other classes will vary.<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">5.19%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest<br/> Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;04,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-1.80%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>2009-06-300.0519Lowest Quarter:2004-06-30-0.018Highest Quarter:2009-09-300.1777Lowest Quarter:2008-12-31-0.2187After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)00000.010.03350.00990.03150.0220.02230.03060.0301-0.00770.01410.00510.04680.03460.03330.04630.04540.03550.03960.02490.04250.02840.02820.04190.04110.03480.03540.0283<div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierDisciplinedValueFund column period compact * ~</div>
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<b>Annual Performance</b><br/><br/><b>Class S Shares</b>1384317451635<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierShort-DurationBondFundBarChart column period compact * ~</div>
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<b>MassMutual Premier Capital Appreciation Fund</b>The Fund seeks long-term capital appreciation.<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/><b>Principal Investment Strategies </b>The Fund invests primarily in common stocks of companies that the Fund&#8217;s subadviser, OppenheimerFunds, Inc. (&#8220;OFI&#8221;), believes may appreciate in value over the long-term, which may include newer companies or established companies of any market capitalization range (&#8220;growth companies&#8221;). Currently, the Fund primarily focuses on established companies that are similar in size to companies in the S&amp;P 500 Index or the Russell 1000<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> Growth Index. The Fund typically invests most of its assets in equity securities of U.S. companies, but may invest in foreign securities and American Depositary Receipts (&#8220;ADRs&#8221;) without limit, including emerging market securities. Currently, OFI does not expect that the Fund will invest more than 35% of its total assets in foreign securities. The Fund may but will not necessarily engage in foreign currency forward contracts to take long or short positions in foreign currencies in order to enhance the Fund&#8217;s investment return or to attempt to protect against adverse changes in currency exchange rates. Use of derivatives by the Fund may create investment leverage. The Fund may hold a portion of its assets in cash or cash equivalents.<br/><br/>In selecting securities to buy or sell, OFI looks for growth companies with stock prices that it believes are reasonable in relation to overall stock market valuations. In seeking broad diversification of the Fund&#8217;s portfolio among industries and market sectors, OFI focuses on a number of factors that may vary in particular cases and over time. Currently, OFI looks for:<ul type="square"><li style="margin-left:-20px">companies in business areas that have above-average growth potential,</li></ul><ul type="square"><li style="margin-left:-20px">companies with growth rates that the portfolio manager believes are sustainable over time, and</li></ul><ul type="square"><li style="margin-left:-20px">stocks with reasonable valuations relative to their growth potential.</li></ul>The Fund may sell the stocks of companies that OFI believes no longer meet the above criteria.The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br/><br/><b>Cash Position Risk </b>The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br/><br/><b>Credit Risk </b>The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br/><br/><b>Derivatives Risk </b>Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b>Foreign securities, including ADRs, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br/><br/><b>Growth Company Risk </b>The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br/><br/><b>Liquidity Risk </b>Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br/><br/><b>Management Risk </b>The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br/><br/><b>Market Risk </b>The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br/><br/><b>Smaller and Mid-Cap Company Risk </b>Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br/><br/><b>Valuation Risk </b>The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<b>Annual Performance</b><br/><br/><b>Class S Shares </b><table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">19.10%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest<br/> Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-28.11%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table><b>Average Annual Total Returns </b><br/>(For the periods ended December 31, 2012)0000.0575000000.010.00650.00650.00650.00650.00650000.00250.0050.00140.00190.00340.00340.00390.00790.00840.00990.01240.0154-0.0008-0.0002-0.0002-0.0015-0.00080.00710.00820.00970.01090.0146<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierMainStreetFundBarChart column period compact * ~</div>
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<b>MassMutual Premier Strategic Emerging Markets Fund</b>After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.<b>INVESTMENT OBJECTIVE </b>The Fund seeks long-term capital growth.<b>FEES AND EXPENSES OF THE FUND </b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualFundOperatingExpensesMassMutualPremierValueFund column period compact * ~</div>
<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>MassMutual Premier Disciplined Growth Fund</b><b>Example </b>000<b>INVESTMENT OBJECTIVE </b>0.0575This Fund seeks to outperform the total return performance of its benchmark index, the Russell 1000<sup>&#174;</sup> Growth Index*, while maintaining risk characteristics similar to those of the benchmark.<br/><br/>* The Fund is not promoted, sponsored, or endorsed by, nor in any way affiliated with Russell Investment Group (&#8220;Russell&#8221;). Russell is not responsible for and has not reviewed the Fund nor any associated literature or publications and Russell makes no representation or warranty, express or implied, as to their accuracy, or completeness, or otherwise. The Russell 1000<sup>&#174;</sup> Growth Index and Russell<sup>&#174;</sup> are trademarks of the Frank Russell Company.This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:<b>FEES AND EXPENSES OF THE FUND </b><b>Portfolio Turnover </b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 76% of the average value of its portfolio.1612956840.13990.1380.09350.13860.13640.06950.12050.1526<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/><b>Principal Investment Strategies </b>-0.0074-0.0082-0.0064-0.0086-0.01-0.0229-0.01490.0312This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleTransposedMassMutualPremierValueFund column period compact * ~</div>
<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses </b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example </b>0.02740.0263This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:0.02350.02610.02470.0159<b>Portfolio Turnover </b>0.01970.0518The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 142% of the average value of its portfolio.Under normal circumstances, the Fund invests at least 80% of its net assets in investments tied economically to emerging market countries. The Fund defines an emerging market country as one whose economy or markets are generally considered emerging or developing, and is not classified as a developed country according to the Morgan Stanley Capital International Barra Index. The Fund considers an investment to be tied economically to an emerging market country if it is headquartered, trades on an exchange, or has a substantial portion of its assets in, or derives a substantial portion of its revenues from, emerging market countries. The Fund&#8217;s subadviser, Baring International Investment Limited (&#8220;Baring&#8221;), determines the universe of emerging market countries in which to invest, and this list may change from time to time based on Baring&#8217;s assessment of a country&#8217;s suitability for investment. Currently, Baring expects the Fund to invest in some or all of the following emerging market countries: Argentina, Brazil, Chile, China, Colombia, Czech Republic, Egypt, Hungary, India, Indonesia, Jordan, Korea, Malaysia, Mexico, Morocco, Pakistan, Peru, Philippines, Poland, Russia, South Africa, Taiwan, Thailand, and Turkey. The Fund may hold a portion of its assets in cash or cash equivalents.<br/><br/>The Fund will invest primarily in equity securities and other securities and instruments, whose values are based on stock prices. Equity securities may include common stocks, preferred stocks and rights and warrants. The Fund also may invest in American Depositary Receipts (&#8220;ADRs&#8221;), European Depositary Receipts (&#8220;EDRs&#8221;), Global Depositary Receipts (&#8220;GDRs&#8221;), and exchange-traded funds. The Fund will generally invest a substantial portion of its assets in large-cap companies, but may at times invest to a greater extent in small- to mid-cap companies, the share prices of which may be more volatile than those of large-cap companies. The Fund will generally emphasize investments in growth companies. The Fund may, but will not necessarily, employ hedging techniques, including cross hedging, in order to hedge foreign currency exposure. The Fund may enter into foreign currency forward contracts, warrants, or options. Baring generally expects to hedge less than 30% of the Fund&#8217;s absolute currency risk. Use of derivatives by the Fund may create investment leverage.<br/><br/>In selecting investments for the Fund, Baring employs a &#8220;growth at a reasonable price&#8221; investment philosophy, seeking to identify companies with unrecognized growth and earnings surprise. Baring&#8217;s investment process is driven by fundamental research and analysis of stocks, sectors and countries. Baring may sell a security for the Fund if, for example, in its judgment, it meets long-term price targets, is not meeting fundamental expectations, or is no longer consistent with the view Baring has for the economic or investment cycle.<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/><b>Principal Investment Strategies </b><b>Principal Risks </b>Under normal circumstances, the Fund invests substantially all (but no less than 80%) of its net assets in common stocks of companies whose market capitalizations at the time of purchase are within the market capitalization range of companies included within the Russell 1000 Growth Index (&#8220;Index&#8221;) (as of December 31, 2012, $337 million to $499.82 billion). The Index is an unmanaged index that contains those stocks with a greater than average growth orientation among the stocks of the 1000 largest U.S. companies based on total market capitalization. The Fund may use futures contracts as a substitute for direct investments. Use of derivatives by the Fund may create investment leverage.<br/><br/>The Fund&#8217;s subadviser, Babson Capital Management LLC (&#8220;Babson Capital&#8221;), employs quantitative analysis to identify stocks included within the Index that it believes may have the potential to outperform the Index, using a proprietary model that ranks all stocks within the Index based on factors such as a company&#8217;s valuation, earnings quality, stock price momentum, and earnings improvement. Based on these rankings, Babson Capital seeks to construct a broadly diversified portfolio that it believes may have the potential to produce higher returns than the Index while maintaining risk characteristics similar to the Index. Babson Capital will typically adjust Index weights to: (1) overweight high-ranking stocks, (2) underweight low-ranking stocks (or not hold them at all), and (3) market weight stocks that do not have particularly high or low rankings. Babson Capital may also consider stocks not included in the Index but with similar market capitalizations. Babson Capital does not use market timing or macro economic forecasting in constructing the Fund&#8217;s portfolio.<br/><br/>The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierValueFundBarChart column period compact * ~</div>
<b>Principal Risks </b>The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /><b>Cash Position Risk </b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br /><br /><b>Derivatives Risk </b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br /><br /><b>Frequent Trading/Portfolio Turnover Risk </b> Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term gains). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performances.<br /><br /><b>Growth Company Risk </b> The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br /><br /><b>Indexing Risk</b> The Fund&#8217;s performance may not track the performance of the index exactly due to a number of factors, including fees and expenses of the Fund, and the Fund&#8217;s cash positions.<br /><br /><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /><b>Valuation Risk </b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<b>Performance Information </b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class Y shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance. Performance for Class S, Class L, and Class A shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class Y shares, adjusted for Class L and Class A shares to reflect Class L and Class A expenses, respectively, and for Class A shares to reflect any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.<b>Annual Performance</b><br/><br/><b>Class Y Shares </b>After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class Y only. After-tax returns for other classes will vary.<b>Average Annual Total Returns</b><br/> (For the periods ended December 31, 2012)<table style="border-collapse: collapse; " border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom"><p style="MARGIN-TOP: 0pt; MARGIN-BOTTOM: 0pt;">Highest Quarter:</p></td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;09,</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">15.54%</td><td valign="bottom" align="right">Lowest Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td><td valign="bottom" align="right">-22.45%</td></tr></table>0000.057500.0065730.0065780.0065930.0065The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br/><br/><b>Cash Position Risk </b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br/><br/><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br/><br/><b>Derivatives Risk </b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b> Foreign securities, including ADRs, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br/><br/><b>Growth Company Risk </b> The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br/><br/><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br/><br/><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br/><br/><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br/><br/><b>Preferred Stock Risk</b> Preferred stocks are subject to the risks associated with other types of equity securities, as well as additional risks, such as potentially greater volatility and risks related to deferral, non-cumulative dividends, subordination, liquidity, limited voting rights, and special redemption rights.<br/><br/><b>Risk of Investment in Other Funds or Pools</b> The Fund is indirectly exposed to all of the risks of the underlying funds, including exchange-traded Funds, in which it invests, including the risk that the underlying funds will not perform as expected. The Fund indirectly pays a portion of the expenses incurred by the underlying funds.<br/><br/><b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br/><br/><b>Valuation Risk </b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.6860.00652490.16840.1661<b>Performance Information </b>0.11240.16830.16560.09570.14940.1600000.01The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows the Fund&#8217;s performance for its first full year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, and since inception, compare with those of a broad measure of market performance. Performance for Class A shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.0000.00250.0052492643129424830.01380.01190.01140.01350.0117-0.00270.0060.04210.01660.05610.0016<b>Annual Performance</b><br/><br/><b>Class S Shares </b>0.00210.00360.00360.0041440<div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierHighYieldFund column period compact * ~</div>
46754812188400.03940.03220.0319590.03830.037680.02670.0312830.04226770.00810.00860.01010.01260.01569921052122720021848-0.001-0.001-0.001-0.001-0.0010.0050.0050.0050.0051862142598930000.00250.00710.00760.00910.01160.00080.01460.00170.00310.0031324<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualFundOperatingExpensesMassMutualPremierHighYieldFund column period compact * ~</div>
37345011260.00580.00670.00810.0106726835100217952004-12-312004-12-312004-12-312004-12-312004-12-311492004-12-312004-12-312004-12-314838401848738499<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleTransposedMassMutualPremierHighYieldFund column period compact * ~</div>
68024924426631393247943146454512038329701035121119761828<b>Principal Risks</b>1494798321828<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleNoRedemptionTransposedMassMutualPremierHighYieldFund column period compact * ~</div>
2010-12-03<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierHighYieldFundBarChart column period compact * ~</div>
0.0051<div style="display:none">~ http://www.massmutual.com/role/ScheduleAverageAnnualTotalReturnsTransposedMassMutualPremierHighYieldFund column period compact * ~</div>
February 2, 20140.16190.15880.10930.16220.08990.15260.02750.02560.02320.02810.01130.03120.07420.07190.06480.07440.06370.07522004-12-312004-12-312004-12-312004-12-312004-12-312004-12-312004-12-312004-12-31<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">32.40%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest<br/> Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;11,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">&#150;23.70%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.Performance for Class A shares of the Fund reflects any applicable sales charge.<b>Average Annual Total Returns </b><br/>(for the periods ended December 31, 2012)<b>MassMutual Premier Main Street Fund </b><b>INVESTMENT OBJECTIVE </b>The Fund seeks a high total return.<b>FEES AND EXPENSES OF THE FUND </b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.25000<b>INVESTMENT OBJECTIVE</b><b>Shareholder Fees</b> (fees paid directly from your investment)<b>FEES AND EXPENSES OF THE FUND</b><b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.February 2, 2014<b>Example</b><b>Example </b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:<b>Portfolio Turnover </b>Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 37% of the average value of its portfolio.<b>Portfolio Turnover</b>0.37The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 25% of the average value of its portfolio.<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/><b>Principal Investment Strategies </b><b>Principal Risks</b>The Fund invests primarily in common stocks of U.S. companies of different capitalization ranges. The Fund&#8217;s subadviser, OFI Institutional Asset Management, Inc. (&#8220;OFI Institutional&#8221;), currently focuses on companies with market capitalizations at the time of purchase within the market capitalization range of companies included within the Russell 1000<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> Index (as of December 31, 2012, $317 million to $499.82 billion), although it may purchase stocks of companies with any market capitalization. The Fund typically invests most of its assets in equity securities of U.S. companies, but may invest in foreign securities. The Fund generally will not invest more than 15% of its total assets in foreign securities. The Fund may hold a portion of its assets in cash or cash equivalents. <br /><br />OFI Institutional typically uses fundamental research and quantitative models to select securities for the Fund&#8217;s portfolio, which is comprised of both growth and value stocks. While the process may change over time or vary in particular cases, in general the selection process currently uses:<ul type="square"><li style="margin-left:-20px">a fundamental approach in analyzing issuers based on factors such as a company&#8217;s financial performance and prospects, industry position, and business model and management strength. OFI Institutional may also consider industry outlook, market trends and general economic conditions.</li></ul><ul type="square"><li style="margin-left:-20px">quantitative models to rank securities within each sector to identify potential buy and sell candidates for further fundamental analysis. A number of company-specific factors are analyzed in constructing the models, including valuation, fundamentals and momentum.</li></ul>The portfolio is constructed and regularly monitored based upon several analytical tools, including quantitative investment models. <br /><br />The Fund aims to maintain a broadly diversified portfolio across all major economic sectors by applying investment parameters for both sector and position size. OFI Institutional may consider selling a security if, for example, in its judgment, a stock&#8217;s price is approaching its target, a company&#8217;s competitive position deteriorates, it believes that a company&#8217;s management is executing strategy poorly, or more attractive alternative investment ideas have been identified.<b>Principal Risks </b><b>Performance Information</b>The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /><b>Cash Position Risk </b>The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b>Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br /><br /><b>Growth Company Risk </b>The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br /><br /><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /><b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br /><br /><b>Valuation Risk </b>The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br /><br /><b>Value Company Risk</b> The value investment approach entails the risk that the market will not recognize a security&#8217;s intrinsic value for a long time, or that a stock judged to be undervalued may actually be appropriately priced.The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception, compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.You have the potential to make money by investing in the Fund, but you can also lose money.<b>Performance Information </b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception, compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception, compare with those of a broad measure of market performance.01-888-309-3539000.0575http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.0000Performance for Class A and Class N shares of the Fund reflects any applicable sales charge.-0.22192008-12-310.18612009-06-30Highest Quarter:<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">18.61%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest<br/> Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-22.19%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>0.1684-0.00170.00850.16160.00850.00850.00850.2879-0.38620000.00250.04320.1514<b>MassMutual Barings Dynamic Allocation Fund</b>0.04980.05930.0784<b>INVESTMENT OBJECTIVE</b>0.138-0.45750.439The Fund seeks positive total real return.0.0967-0.01270.1399<b>FEES AND EXPENSES OF THE FUND</b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.00000.0575<b>Shareholder Fees</b> (fees paid directly from your investment)0.0261Lowest Quarter:000000.25<b>Annual Performance</b><br/><br/><b>Class S Shares </b><b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.2011-03-01250000.01050.0105You have the potential to make money by investing in the Fund, but you can also lose money.0.01050.01050.010500000.0025The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception, compare with those of a broad measure of market performance.1-888-309-353900000.00350.00190.00450.0060.0060.01240.0140.0150.01650.019<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleNoRedemptionTransposedMassMutualPremierMainStreetFund column period compact * ~</div>
-0.0025-0.0025-0.0025-0.0025-0.00250.0099http://www.massmutual.com/funds0.01150.01250.0140.0165Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.Performance for Class A and Class N shares of the Fund reflects any applicable sales charge.For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.00000.0575Performance for Class A and Class N shares of the Fund reflects any applicable sales charge.00000You have the potential to make money by investing in the Fund, but you can also lose money.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class Y shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.Performance for Class S, Class L, and Class A shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class Y shares, adjusted for Class L and Class A shares to reflect Class L and Class A expenses, respectively, and for Class A shares to reflect any applicable sales charge.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.<b>Average Annual Total Returns</b><br/>(for the periods ended December 31, 2012)After-tax returns are shown for Class Y only. After-tax returns for other classes will vary.1011171437333690.2944190.068749611150.05570.09390.118-0.38716570.349574287315210.1660.02230.16191478165819342650February 2, 2014<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)0.0080.0080.0080.0080.0082010-12-032010-12-0312745079517690.78540.1713-0.22070.1667Highest Quarter:2009-06-300.191Lowest Quarter:2008-12-31-0.28110.16850.18220.16670.1680.11240.16480.16440.09340.0004-0.01930.17010.14860.1690.16760.14780.18690.14222011-03-012011-03-012008-11-032008-11-032008-11-032008-11-032008-11-03Highest Quarter:0.15990.0726<div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierCapitalAppreciationFund column period compact * ~</div>
February 2, 2014<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualFundOperatingExpensesMassMutualPremierCapitalAppreciationFund column period compact * ~</div>
0.76For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.25000You have the potential to make money by investing in the Fund, but you can also lose money.1.42<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleTransposedMassMutualPremierCapitalAppreciationFund column period compact * ~</div>
The bar chart shows the Fund&#8217;s performance for its first full year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, and since inception, compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/funds<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualFundOperatingExpensesMassMutualPremierDisciplinedGrowthFund column period compact * ~</div>
Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleNoRedemptionTransposedMassMutualPremierCapitalAppreciationFund column period compact * ~</div>
<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierDisciplinedGrowthFundBarChart column period compact * ~</div>
Performance for Class A shares of the Fund reflects any applicable sales charge.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.Highest Quarter:2009-06-300.324Lowest Quarter:2011-09-30-0.2370.18222008-11-03<div style="display:none">~ http://www.massmutual.com/role/ScheduleAverageAnnualTotalReturnsTransposedMassMutualPremierDisciplinedGrowthFund column period compact * ~</div>
2008-11-03<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierStrategicEmergingMarketsFundBarChart column period compact * ~</div>
<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierCapitalAppreciationFundBarChart column period compact * ~</div>
<div style="display:none">~ http://www.massmutual.com/role/ScheduleAverageAnnualTotalReturnsTransposedMassMutualPremierCapitalAppreciationFund column period compact * ~</div>
Performance for Class A and Class N shares of the Fund reflects any applicable sales charge.0.0328<b>Annual Performance </b><br/><br/><b>Class S Shares </b>00000.00250.02360.02450.02550.02680.0268After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.0.00790.00790.00790.00790.00790.01570.01660.01760.01890.01890.00180.00180.00180.00180.00180.03340.03430.03530.03660.0391-0.0214-0.0214-0.0214-0.0214-0.02140.0120.01290.01390.01520.0177<b>Example</b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:12213114215574582785488492215141556160016481711230034863568365937764341<b>Portfolio Turnover</b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. For the period November 28, 2011 (commencement of operations) through September 30, 2012, the Fund&#8217;s portfolio turnover rate was 91% of the average value of its portfolio.<b>INVESTMENTS, RISKS, AND PERFORMANCE<br/><br/>Principal Investment Strategies</b>Highest Quarter:2009-06-30The Fund seeks to achieve its investment objective by investing across different asset classes. The Fund invests primarily in individual securities, exchange-traded funds (&#8220;ETFs&#8221;), and derivatives. The Fund may but will not necessarily engage in foreign currency forward contracts to take long or short positions in foreign currencies in order to enhance the Fund&#8217;s investment return or to attempt to protect against adverse changes in currency exchange rates. In pursuing its investment objective, the Fund may (but is not obligated to) use a wide variety of exchange-traded and over-the-counter derivatives, including futures contracts (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio of debt securities, or as a substitute for direct investments); and may purchase and sell options (for hedging purposes, to adjust various portfolio characteristics, including the duration (interest rate volatility) of the Fund&#8217;s portfolio of debt securities, or as a substitute for direct investments). Use of derivatives by the Fund may create investment leverage. The Fund may hold a portion of its assets in cash or cash equivalents.<br/><br/>Under normal conditions, the Fund will allocate its investments among the following asset classes. With respect to investment in ETFs and exchange-traded notes (&#8220;ETNs&#8221;), the Fund&#8217;s subadviser, Baring International Investment Limited (&#8220;Baring&#8221;), considers such investments to be within the asset allocation category set forth in the table below if such ETF or ETN invests principally in the type of securities described in such category.<br/><br/><table cellspacing="0" cellpadding="0" width="100%" border="0" style="BORDER-COLLAPSE:COLLAPSE; font-family:Times New Roman; font-size:9pt" align="center"> <tr> <td width="70%"></td> <td valign="bottom" width="8%"></td> <td></td> <td></td> <td></td> <td valign="bottom" width="8%"></td> <td></td> <td></td> <td></td></tr> <tr style="font-family:Times New Roman; font-size:8pt"> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom" colspan="6" align="center"> <p style="margin-top:0pt; margin-bottom:1pt; font-size:8pt; font-family:Times New Roman" align="center"><b>Allocation&nbsp;Range</b></p></td> <td valign="bottom">&nbsp;</td></tr> <tr style="font-family:Times New Roman; font-size:8pt"> <td valign="bottom" style="BORDER-BOTTOM:1px solid #000000"><b>Asset Allocation</b></td> <td valign="bottom" style="BORDER-BOTTOM:1px solid #000000">&nbsp;&nbsp;</td> <td valign="bottom" colspan="2" align="center" style="BORDER-BOTTOM:1px solid #000000"><b>From</b></td> <td valign="bottom" style="BORDER-BOTTOM:1px solid #000000">&nbsp;</td> <td valign="bottom" style="BORDER-BOTTOM:1px solid #000000">&nbsp;&nbsp;</td> <td valign="bottom" colspan="2" align="center" style="BORDER-BOTTOM:1px solid #000000"><b>To</b></td> <td valign="bottom" style="BORDER-BOTTOM:1px solid #000000">&nbsp;</td></tr> <tr bgcolor="" style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:1.00em; text-indent:-1.00em; font-size:9pt; font-family:Times New Roman"><b>Equity and Convertible Securities (directly or through ETFs)</b></p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">10%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">65%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:2.22em; text-indent:-1.11em; font-size:9pt; font-family:Times New Roman">&#8226;&nbsp;Developed Market Equity</p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">65%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr bgcolor="" style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:2.22em; text-indent:-1.11em; font-size:9pt; font-family:Times New Roman">&#8226;&nbsp;Emerging Market Equity</p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">40%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr style="font-family:Times New Roman; font-size:9pt"> <td valign="top"><p style="margin-left:1.00em; text-indent:-1.00em; font-size:9pt; font-family:Times New Roman"><b>Fixed Income Securities<br/>(directly or through ETFs)</b></p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">10%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">80%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr bgcolor="" style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:2.22em; text-indent:-1.11em; font-size:9pt; font-family:Times New Roman">&#8226;&nbsp;Developed Market Government Bonds</p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">80%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:2.22em; text-indent:-1.11em; font-size:9pt; font-family:Times New Roman">&#8226;&nbsp;Emerging Market Government Bonds</p></td><td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">15%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr><tr bgcolor="" style="font-family:Times New Roman; font-size:9pt"><td valign="top"> <p style="margin-left:2.22em; text-indent:-1.11em; font-size:9pt; font-family:Times New Roman">&#8226;&nbsp;Investment Grade Corporate Credit</p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">40%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:2.22em; text-indent:-1.11em; font-size:9pt; font-family:Times New Roman">&#8226;&nbsp;Non-Investment Grade (&#8220;Junk&#8221; or &#8220;High Yield&#8221;) Corporate Credit</p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">15%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr bgcolor="" style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:1.00em; text-indent:-1.00em; font-size:9pt; font-family:Times New Roman"><b>Property through Real Estate Investment Trusts (&#8220;REITs&#8221;) and ETFs</b></p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">30%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:1.00em; text-indent:-1.00em; font-size:9pt; font-family:Times New Roman"><b>Cash on deposit, excluding short term instruments</b></p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">30%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr bgcolor="" style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:1.00em; text-indent:-1.00em; font-size:9pt; font-family:Times New Roman"><b>Alternative Investments through ETFs, ETNs, and other instruments</b></p></td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">20%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr> <tr style="font-family:Times New Roman; font-size:9pt"> <td valign="top"> <p style="margin-left:2.22em; text-indent:-1.11em; font-size:9pt; font-family:Times New Roman">&#8226;&nbsp;Commodities</p></td><td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">0%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">15%</td> <td nowrap="nowrap" valign="bottom">&nbsp;&nbsp;</td></tr></table><br/>Baring considers Developed Market Equity securities to be securities of issuers: <ul type="square"><li style="margin-left:-20px">Which are organized, headquartered, or domiciled in any country included in the Morgan Stanley Capital International Europe, Australasia, Far East Index (the &#8220;EAFE Index&#8221;), the United States, and Canada; or</li></ul><ul type="square"><li style="margin-left:-20px">Whose principal listing is on a securities exchange in any country included in the EAFE Index, the United States, or Canada.</li></ul>Baring considers Emerging Market Equity securities to be securities of issuers:<ul type="square"><li style="margin-left:-20px"> Which are organized, headquartered, or domiciled in any country included in the Morgan Stanley Capital International Emerging Markets Index (the &#8220;EM Index&#8221;); or</li></ul> <ul type="square"><li style="margin-left:-20px"> Whose principal listing is on a securities exchange in any country included in the EM Index; or</li></ul><ul type="square"><li style="margin-left:-20px"> Which have a substantial portion of their assets in, or derive a substantial portion of their revenues from, any one or more countries included in the EM Index.</li></ul>Equity securities may include common stocks, preferred stocks, securities convertible into common or preferred stock, and rights, and warrants, of issuers of any size. The Fund may also obtain a significant portion or all of its exposure to equity securities through investment in ETFs.<br/><br/> Baring considers Developed Market Government Bonds to include nominal and inflation-linked securities issued or guaranteed by sovereign entities; securities of any supranational entity; or securities of any government agency, regional government, or government sponsored enterprise, that are rated at least Baa3 by Moody&#8217;s or BBB- by Standard &amp; Poor&#8217;s (using the lower rating) or, if unrated, determined to be of comparable quality by the subadviser, whether or not they carry any guarantee by a central or federal government entity.<br/><br/> Baring considers Emerging Market Government Bonds to include nominal and inflation-linked securities issued or guaranteed by sovereign entities; or securities of any government agency, regional government, or government sponsored enterprise, that are rated below Baa3 by Moody&#8217;s or BBB- by Standard &amp; Poor&#8217;s (using the lower rating) or, if unrated, determined to be of comparable quality by the subadviser, whether or not they carry any guarantee by a central or federal government entity.<br/><br/> &#8220;Corporate Credit&#8221; may include debt obligations of any kind of issuer, located anywhere in the world, including, without limitation, debt obligations of private issuers; mortgage-related and asset-backed securities; bank loans; and short-term investments of any kind.<br/><br/> Normally, 15% or less of the Fund&#8217;s total assets will be invested in or provide exposure to below investment grade securities rated Ba1 or below by Moody&#8217;s or BB+ or below by Standard &amp; Poor&#8217;s, or if unrated, determined to be of comparable quality by the subadviser (using the lower rating) (&#8220;junk&#8221; or &#8220;high yield&#8221; bonds), including securities in default. In determining which fixed income securities to purchase for the Fund, Baring generally considers, in addition to credit quality, the maturity, coupon, or duration of the security under consideration. There are no limits with respect to the maturity or duration of the securities held by the Fund. In the event that a security is downgraded after its purchase by the Fund, the Fund may continue to hold the security if Baring considers that doing so would be consistent with the Fund&#8217;s investment objective.<br/><br/> The Fund may also enter into repurchase agreement transactions.<br/><br/> The Fund may seek to provide exposure to the investment returns of real assets that trade in the commodity markets, including precious metals, agriculture, energy, livestock, or industrial metals, in a few different ways. The Fund may obtain such exposure through, among other things, investments in issuers in commodities-related industries or in other investment vehicles that invest directly in commodities, commodities-related companies, or commodities-related investments, such as ETNs or ETFs. The Fund may also gain indirect exposure to commodities and commodities-related investments by investing up to 25% of its total assets in a wholly-owned, controlled subsidiary (the &#8220;Cayman Subsidiary&#8221;), which was formed in the Cayman Islands and is a wholly-owned subsidiary of the Fund, the purpose of which is to invest primarily in commodities-related investments including ETFs, futures contracts, and options.<br/><br/> In seeking its investment objective, the Fund does not seek to perform relative to any particular benchmark or index of securities. Over time, the Fund aims to outperform consumer inflation in the U.S. as measured by the Consumer Price Index for All Urban Consumers. In selecting investments for the Fund, Baring employs a &#8220;top-down&#8221; strategic investment philosophy, seeking to identify asset classes and elements within asset classes with the potential to grow faster than inflation. Baring&#8217;s investment process is driven by fundamental research and analysis of asset classes, countries, sectors, bonds, and currencies. Baring may sell a security for the Fund if, for example, in its judgment, it achieves a full valuation, is not meeting fundamental expectations, or is no longer consistent with the view Baring has for the economic or investment cycle.0.1554Lowest Quarter:2008-12-31-0.2245<b>Principal Risks</b>25000The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money. Except as otherwise stated, references in this section to &#8220;the Fund&#8221; or &#8220;a Fund&#8221; may relate to the Fund, one or more underlying ETFs or both.<br/><br/><b>Bank Loans Risk</b> Bank loans in which the Fund may invest have similar risks to lower-rated fixed income securities. Changes in the financial condition of the borrower or economic conditions or other circumstances may reduce the capacity of the borrower to make principal and interest payments on such instruments and may lead to defaults. Senior secured bank loans are supported by collateral; however the value of the collateral may be insufficient to cover the amount owed to the Fund. If the Fund relies on a third party to administer a loan, the Fund is subject to the risk that the third party will fail to perform its obligations. In addition, if the Fund holds only a participation interest in a loan made by a third party, the Fund&#8217;s receipt of payments on the loan will be dependent on the third party&#8217;s willingness and ability to make those payments to the Fund.<br/><br/><b>Cash Position Risk</b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br/><br/><b>Cayman Subsidiary Risk</b> The Fund&#8217;s investments in the Cayman Subsidiary will expose the Fund to the risks associated with that entity&#8217;s investments, which are generally the risks of commodities-related investments. The Cayman Subsidiary is not subject to the investor protections of the Investment Company Act of 1940, as amended (the &#8220;1940 Act&#8221;). Changes in U.S. or Cayman laws could result in increased expense or the inability of the Fund to operate as intended, which could adversely affect the investment returns of the Fund.<br/><br/><b>Commodities-Related Investments Risk</b> The Fund&#8217;s investments in commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodities may be affected by overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity.<br/><br/><b>Convertible Securities Risk</b> Convertible securities are subject to the risks of both debt securities and equity securities. The values of convertible securities tend to decline as interest rates rise and, due to the conversion feature, tend to vary with fluctuations in the market value of the underlying common or preferred stock.<br/><br/><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br/><br/><b>Derivatives Risk</b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br/><br/><b>Exchange Traded Notes Risk</b> ETNs are unsecured debt securities and are subject to credit risk that the issuer will default or will be unable to make timely payments of principal, as well as market risk since the return on an ETN is based on the performance of an underlying index, less fees and expenses. The value of the index may be impacted by market forces that affect the value of ETNs in unexpected ways. There may not be an active trading market for these securities.<br/><br/><b>Fixed Income Securities Risk</b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk.<br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk</b> Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br/><br/><b>Geographic Focus Risk</b> When the Fund focuses investments on a particular country, group of countries, or geographic region, its performance will be closely tied to the market, currency, economic, political, or regulatory conditions and developments in those countries or that region, and could be more volatile than the performance of more geographically diversified funds.<br/><br/><b>Growth Company Risk</b> The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br/><br/><b>Inflation Risk</b> The value of assets or income from the Fund&#8217;s investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund&#8217;s assets can decline as can the value of the Fund&#8217;s distributions.<br/><br/><b>Leveraging Risk</b> Instruments and transactions, including derivatives, that create leverage may cause the value of an investment in the Fund to be more volatile and all other risks will tend to be compounded.<br/><br/><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br/><br/><b>Lower-Rated Fixed Income Securities Risk</b> Lower-rated securities, commonly known as &#8220;junk&#8221; or &#8220;high yield&#8221; bonds, have speculative characteristics and involve greater volatility of price and yield, greater risk of loss of principal and interest, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer&#8217;s ability to honor its obligations.<br/><br/><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br/><br/><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br/><br/><b>Mortgage- and Asset-Backed Securities Risk</b> Investments in mortgage- and asset-backed securities subject the Fund to credit risk, interest rate risk, extension risk, and prepayment risk, among other risks. Mortgage-backed and asset-backed securities not issued by a government agency generally involve greater credit risk than securities issued by government agencies. The types of mortgages (for example, residential or commercial mortgages) underlying securities held by the Fund may differ and be affected differently by market factors. Investments that receive only the interest portion or the principal portion of payments on the underlying assets may be more volatile than other investments. The market for mortgage- and asset- backed securities has recently experienced high volatility and a lack of liquidity. As a result, the value of many of these securities has significantly declined.<br/><br/><b>Preferred Stock Risk</b> Preferred stocks are subject to the risks associated with other types of equity securities, as well as additional risks, such as potentially greater volatility and risks related to deferral, non-cumulative dividends, subordination, liquidity, limited voting rights, and special redemption rights.<br/><br/><b>REIT Risk</b> Investments in REITs may be subject to risks similar to those associated with direct investment in real estate, as well as additional risks associated with equity investments.<br/><br/><b>Repurchase Agreement Risk</b> These transactions must be fully collateralized at all times, but involve some risk to a Fund if the other party should default on its obligation and the Fund is delayed or prevented from recovering the collateral.<br/><br/><b>Risk of Investment in Other Funds or Pools</b> The Fund is indirectly exposed to all of the risks of the underlying funds, including ETFs, in which it invests, including the risk that the underlying funds will not perform as expected. The Fund indirectly pays a portion of the expenses incurred by the underlying funds.<br/><br/><b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br/><br/><b>Tax Status Risk</b> The Fund&#8217;s ability to make direct and indirect investments in some of the asset classes described herein, including commodities-related investments or in investment vehicles that provide exposure to commodities or commodities-related investments, is limited by the Fund&#8217;s intention to qualify as a regulated investment company (&#8220;RIC&#8221;) under the Internal Revenue Code of 1986, as amended (the &#8220;Code&#8221;); if the Fund does not appropriately limit such investments or if such investments (or the income earned on such investments) are recharacterized for U.S. tax purposes, the Fund&#8217;s status as a RIC may be jeopardized. If the Fund were to fail to qualify as a RIC in any taxable year, and were ineligible to or otherwise did not cure such failure, the Fund would be subject to tax on its taxable income at corporate rates, and all distributions from earnings and profits, including any distributions of net long-term capital gains, would be taxable to shareholders as dividend income.<br/><br/><b>U.S. Government Securities Risk</b> Obligations of certain U.S. government agencies and instrumentalities are not backed by the full faith and credit of the U.S. government, and there can be no assurance that the U.S. government would provide financial support to such agencies and instrumentalities.<br/><br/><b>Valuation Risk</b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br/><br/><b>Value Company Risk</b> The value investment approach entails the risk that the market will not recognize a security&#8217;s intrinsic value for a long time, or that a stock judged to be undervalued may actually be appropriately priced.<b>Performance Information</b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows the Fund&#8217;s performance for its first full year for Class Z shares. The table shows how the Fund&#8217;s average annual returns for 1 year, and since inception, compare with those of a broad measure of market performance. Performance for Class A shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.0.0663<b>MassMutual Premier Focused International Fund </b><b>INVESTMENT OBJECTIVE</b>The Fund seeks long term capital appreciation.<b>FEES AND EXPENSES OF THE FUND </b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example </b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:<b>Portfolio Turnover </b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 23% of the average value of its portfolio.<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/><b>Principal Investment Strategies </b>The Fund normally invests a minimum of 90% of its net assets in equity securities. Equity securities may include common stocks, preferred stocks, securities convertible into common or preferred stock, rights, and warrants of issuers of any size, as well as depositary receipts and exchange-traded funds. The Fund may invest in developed and emerging markets; however, the Fund will typically invest in a minimum of 30 issuers organized, headquartered or having a substantial portion of their assets in or deriving a substantial portion of their revenues from countries appearing in the Morgan Stanley Capital International Europe, Australasia, Far East Index (the &#8220;EAFE Index&#8221;). The Fund will normally invest no more than 10% of its net assets in options, warrants, convertible securities, and fixed income securities. The Fund may hold a portion of its assets in cash or cash equivalents. <br/><br/> The Fund&#8217;s subadviser, Baring International Investment Limited (&#8220;Baring&#8221;), generally seeks to invest such that a country&#8217;s or region&#8217;s percentage weight or currency weight within the Fund will not vary from its EAFE Index weighting by more than the following percentages:<ul type="square"><li> Europe ex-UK and Developed Middle East &#8212; EAFE Index +/- 25% (i.e. if the EAFE Index weighting for this bloc is 40%, the Fund will invest no less than 15% and no more than 65% of its total assets in the countries within such bloc);</li></ul><ul type="square"><li> United Kingdom; Japan &#8212; EAFE Index +/- 20%, respectively;</li></ul><ul type="square"><li> Australia &#8212; EAFE Index +/- 15%;</li></ul><ul type="square"><li> Other Pacific Basin Countries &#8212; EAFE Index +/- 12%; and</li></ul><ul type="square"><li> Other countries (including Non-EAFE) &#8212; EAFE Index + 20%.</li></ul> The Fund may invest up to 10% of its total assets in equity securities of a single issuer. Under normal circumstances, the Fund will not hold more than 10% of its total assets in cash (other than short-term cash positions resulting from subscriptions or redemptions made by Fund shareholders). Under normal circumstances, the Fund may hedge no more than 10% of its total assets into U.S. dollars (other than in connection with subscriptions or redemptions made by Fund shareholders). Investments in U.S. dollar denominated securities of issuers included within the EAFE Index will not be included in the calculation of the foregoing limitation. Baring may, but will not necessarily, employ hedging techniques, including cross hedging, to limit currency risk (both against the U.S. dollar and against the EAFE Index). Baring may actively manage currencies for hedging purposes or to seek to add value through currency exposures independent of stock and benchmark considerations. Baring generally will not initiate sales of currencies in forward markets in excess of 15% of the Fund&#8217;s value. Use of derivatives by the Fund may create investment leverage. <br/><br/> In selecting investments for the Fund, Baring employs a &#8220;growth at a reasonable price&#8221; investment philosophy, seeking to identify companies with unrecognized growth and earnings surprise. Baring&#8217;s investment process is driven by fundamental research and analysis of stocks, sectors, and countries. Baring may sell a security for the Fund if, for example, in its judgment, it meets long-term price targets, is not meeting fundamental expectations, or is no longer consistent with the view Baring has for the economic or investment cycle.<b>Principal Risks </b><b>Annual Performance</b><br/><br/><b>Class S Shares </b><b>Average Annual Total Returns </b><br/>(for the periods ended December 31, 2012)After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception (or 1 year and since inception for Class Z shares), compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money. <br/><br/><b>Cash Position Risk </b>The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested. <br/><br/><b>Convertible Securities Risk</b> Convertible securities are subject to the risks of both debt securities and equity securities. The values of convertible securities tend to decline as interest rates rise and, due to the conversion feature, tend to vary with fluctuations in the market value of the underlying common or preferred stock. <br/><br/><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations. <br/><br/><b>Derivatives Risk </b>Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges. <br/><br/><b>Fixed Income Securities Risk</b> The values of fixed income securities typically will decline during periods of rising interest rates, and can also decline in response to changes in the financial condition of the issuer, borrower, counterparty, or underlying collateral assets, or changes in market, economic, industry, political, and regulatory, conditions affecting a particular type of security or issuer or fixed income securities generally. Fixed income securities are subject to interest rate risk (the risk that the value of a fixed income security will fall when interest rates rise), extension risk (the risk that the average life of a security will be extended through a slowing of principal payments), prepayment risk (the risk that a security will be prepaid and the Fund will be required to reinvest at a less favorable rate), and credit risk. <br/><br/><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b>Foreign securities, including ADRs, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates. <br/><br/><b>Geographic Focus Risk</b> When a Fund focuses investments on a particular country, group of countries, or geographic region, its performance will be closely tied to the market, currency, economic, political, or regulatory conditions and developments in those countries or that region, and could be more volatile than the performance of more geographically diversified funds. <br/><br/><b>Growth Company Risk </b>The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general. <br/><br/><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains. <br/><br/><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses. <br/><br/><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services. <br/><br/><b>Preferred Stock Risk</b> Preferred stocks are subject to the risks associated with other types of equity securities, as well as additional risks, such as potentially greater volatility and risks related to deferral, non-cumulative dividends, subordination, liquidity, limited voting rights, and special redemption rights. <br/><br/><b>Risk of Investment in Other Funds or Pools</b> The Fund is indirectly exposed to all of the risks of the underlying funds, including exchange-traded Funds, in which it invests, including the risk that the underlying funds will not perform as expected. The Fund indirectly pays a portion of the expenses incurred by the underlying funds. <br/><br/><b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success. <br/><br/><b>Valuation Risk </b>The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<b>Performance Information </b>February 2, 20140.23For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.25000Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:You have the potential to make money by investing in the Fund, but you can also lose money.1-888-309-3539http://www.massmutual.com/fundsPerformance for Class A and Class N shares of the Fund reflects any applicable sales charge.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.0.29920.1885-0.4160.28920.085-0.09290.114500000.05750000000.01Highest Quarter:2012-03-310.0459Lowest Quarter:2012-06-30-0.01810.0090.0090.0090.00900000.00160.00250.00350.005Highest Quarter:2009-06-30After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class Z only. After-tax returns for other classes will vary.0.2238Lowest Quarter:2008-09-30-0.221<b>MassMutual Premier Small/Mid Cap Opportunities Fund </b>0.0106<b>INVESTMENT OBJECTIVE </b>0.01150.0125This Fund seeks capital appreciation.0.014<b>FEES AND EXPENSES OF THE FUND </b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example</b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be at the end of each period:-0.001<b>Portfolio Turnover </b>-0.001-0.001The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 79% of the average value of its portfolio.-0.001<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/> <b>Principal Investment Strategies </b>The Fund invests primarily in common stocks of small- and mid-capitalization U.S. companies that the Fund&#8217;s subadviser, OFI Institutional Asset Management, Inc. (&#8220;OFI Institutional&#8221;), believes have favorable business trends or prospects based on fundamental analysis and quantitative models. Under normal circumstances, the Fund invests at least 80% of its net assets in securities of companies whose market capitalizations at the time of purchase are within the market capitalization range of companies included in the Russell 2500<sup>TM</sup> Index (as of December 31, 2012, between $3 million and $10.33 billion). The Fund typically invests most of its assets in equity securities of U.S. companies, but may invest in foreign securities, including emerging market securities. The Fund generally will not invest more than 15% of its total assets in foreign securities. The Fund may hold a portion of its assets in cash or cash equivalents. <br /><br />OFI Institutional typically uses fundamental research and quantitative models to select securities for the Fund&#8217;s portfolio, which is comprised of both growth and value stocks. While the process may change over time or vary in particular cases, in general the selection process currently uses: <ul type="square"><li style="margin-left:-20px">a fundamental approach in analyzing issuers based on factors such as a company&#8217;s financial performance, competitive strength, position in the industry, and strength of business model and management. OFI Institutional may also consider an industry&#8217;s outlook, market trends and general economic conditions.</li></ul><ul type="square"><li style="margin-left:-20px">quantitative models to rank securities within each sector to identify potential buy and sell candidates. A number of company-specific factors are analyzed in constructing the models, including valuation, fundamentals and momentum.</li></ul>The portfolio is constructed and regularly monitored based upon several analytical tools, including quantitative investment models. The Fund aims to maintain a broadly diversified portfolio across all major economic sectors by applying investment parameters for both sector and position size. OFI Institutional may consider selling a security if, for example, in its judgment, a stock&#8217;s price is approaching its target, a company&#8217;s competitive position deteriorates, a company&#8217;s management is executing strategy poorly, or more attractive alternative investment ideas have been identified. <br /><br />In constructing the portfolio, the Fund seeks to limit exposure to so-called &#8220;top-down&#8221; or &#8220;macro&#8221; risks, such as overall stock market movements, economic cycles, and interest rate or currency fluctuations. Instead, the portfolio managers seek to add value by selecting individual securities with superior company-specific fundamental attributes or relative valuations that they expect to outperform their industry and sector peers. This is commonly referred to as a &#8220;bottom-up&#8221; approach to portfolio construction. The portfolio managers consider stock rankings, benchmark weightings, and capitalization outlooks in determining security weightings for individual issuers. <br /><br />The Fund expects that it will engage in active and frequent trading and so will typically have a relatively high portfolio turnover rate.<b>Principal Risks </b>The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /><b>Cash Position Risk </b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b> Foreign securities are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br /><br /><b>Frequent Trading/Portfolio Turnover Risk </b> Portfolio turnover generally involves some expense to the Fund and may result in the realization of taxable capital gains (including short-term gains). The trading costs and tax effects associated with portfolio turnover may adversely affect the Fund&#8217;s performance.<br /><br /><b>Growth Company Risk </b> The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br /><br /><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /><b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br /><br /><b>Valuation Risk </b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.<br /><br /><b>Value Company Risk</b> The value investment approach entails the risk that the market will not recognize a security&#8217;s intrinsic value for a long time, or that a stock judged to be undervalued may actually be appropriately priced.<b>Performance Information </b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class A shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance. The Fund&#8217;s investment strategy changed in September 2006 in connection with a change in portfolio managers of the Fund. In addition, the Fund expanded its investment universe to include investing in Mid Cap companies in May of 2011. The performance results shown would not necessarily have been achieved had the Fund&#8217;s current investment strategy been in effect for the entire period for which performance results are presented. Performance for Class S, Class Y, and Class L shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class A shares, and adjusted for Class A to reflect any applicable sales charges. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.0.0096<b>Annual Performance </b><br/><br/><b>Class A Shares </b>After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class A only. After-tax returns for other classes will vary.0.01050.0115<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)0.0130.06630.06070.04430.06520.06410.0624-0.00060.06690.0610.05420.06590.06480.06310.0053<div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierSmall/MidCapOpportunitiesFund column period compact * ~</div>
0000<b>MassMutual Premier Global Fund</b><b>INVESTMENT OBJECTIVE </b>The Fund seeks long-term capital appreciation.<b>FEES AND EXPENSES OF THE FUND </b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example </b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:<b>Portfolio Turnover </b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 27% of the average value of its portfolio.<b>INVESTMENTS, RISKS, AND PERFORMANCE</b><br/><br/><b>Principal Investment Strategies</b>The Fund invests primarily in common stocks of companies in the U.S. and foreign countries. The Fund can invest without limit in foreign securities, including American Depositary Receipts (&#8220;ADRs&#8221;), and can invest in any country, including developing or emerging market countries. However, the Fund currently emphasizes investments in developed markets such as the United States, Western European countries, and Japan. The Fund is not required to allocate its investments in any set percentages to any particular countries. As a fundamental policy, the Fund normally will invest in at least three countries (one of which may be the United States). Typically, the Fund invests in a number of different countries. The Fund does not limit its investments to companies in a particular market capitalization range, but currently focuses on common stocks of mid- and large-cap companies. The Fund may hold a portion of its assets in cash or cash equivalents. <br /><br /> In selecting securities for the Fund, the Fund&#8217;s subadviser, Oppenheimer Funds, Inc. (&#8220;OFI&#8221;), uses fundamental analysis to identify companies that it believes have high growth potential, based on its analysis of a company&#8217;s financial statements, management structure, operations and product development, and considers factors affecting the position of the company within the industry of which the issuer is part. OFI also evaluates factors affecting particular industries, market trends and general economic conditions. <br /><br /> OFI primarily looks for U.S. and foreign companies with high growth potential. This approach includes fundamental analysis of a company&#8217;s financial statements and management structure and consideration of the company&#8217;s operations, product development, and industry position. OFI also evaluates factors affecting particular industries, market trends and general economic conditions. <br /><br /> OFI currently focuses on growth-oriented companies, companies that may benefit from global growth trends at attractive valuations, companies with strong competitive positions and high demand for their products or services, and cyclical opportunities in the business cycle and sectors or industries that may benefit from those opportunities. These criteria may vary. <br /><br /> OFI also considers the effect of worldwide trends on the growth of particular business sectors and looks for companies that may benefit from those trends. The trends currently considered include: mass affluence, new technologies, corporate restructuring, and demographic changes. OFI does not invest any fixed amount of the Fund&#8217;s assets according to these criteria and the trends that are considered may change over time. OFI monitors individual issuers for changes in the factors above, which may trigger a decision to sell a security, but does not require a decision to do so.0.0058<b>Principal Risks </b>0.0058The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /> <b>Cash Position Risk </b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /> <b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b> Foreign securities, including ADRs, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br /><br /> <b>Growth Company Risk </b> The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br /><br /> <b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /> <b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /> <b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market-induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /> <b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br /><br /> <b>Valuation Risk </b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.0.00580<b>Performance Information </b>00.0025The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception, compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.0.0020.0040.00780.0123<b>Annual Performance</b><br/><br/><b>Class S Shares</b><table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom"> </td><td valign="bottom"> </td> <td valign="bottom" align="right">2Q &#8217;09,</td> <td valign="bottom" nowrap="nowrap"> </td> <td valign="bottom"> </td> <td valign="bottom"> </td><td valign="bottom" align="right">23.04%</td><td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom"> </td> <td valign="bottom"> </td> <td valign="bottom" align="right">4Q &#8217;08,</td> <td valign="bottom" nowrap="nowrap"> </td> <td valign="bottom"> </td> <td valign="bottom" nowrap="nowrap"> </td> <td valign="bottom" nowrap="nowrap" align="right">-22.19%</td><td valign="bottom" nowrap="nowrap"> </td></tr></table>0.0090.0025February 2, 20140.0050.270.0165You have the potential to make money by investing in the Fund, but you can also lose money.-0.001http://www.massmutual.com/fundsThe bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception, compare with those of a broad measure of market performance.1-888-309-35390.0155Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.0.00580.00220.00250.0040.0040.003<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)0.00880.0098After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.8090100693After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.0.01070.0110.01250.015249281312Performance for Class A and Class N shares of the Fund reflects any applicable sales charge.9430.158343348854212129661084120119780.0195-0.0012011-12-010.1390.02050.17010.06790.0065-0.41130.39910.0050.0090.1582-0.08570.21132011-11-282011-11-282011-11-282011-11-282011-11-280.28830.1559-0.0030.0913-0.0161-0.3830.2328-0.02530.17850.3718Highest Quarter:2009-06-300.2304109Lowest Quarter:1120.11071272008-12-310.1092719-0.22190.07330.18270.18170.18070.178834035039710225900.02476060.02420.0216860.04160.040713460.03980.04340.06060.04680.04850.07420.07320.072213060.1049001340015110.05752263000000.01<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">1Q&nbsp;&nbsp;&#8217;12,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">4.59%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;12,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-1.81%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>98107117132724298For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.327355387433<div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualPremierFocusedInternationalFund column period compact * ~</div>
1056633250005756230.21170.20526770.14997560.2107141210940.1370.17320.0080.0080.0080.00370.008-0.003312850.002813890.003315021671-0.01242409-0.036923710.11590.111400.104100.115600.00250.0050.10450.08210.00250.00280.00430.0043February 2, 20140.00480.01050.910.01080.01230.01480.0178-0.0016-0.0005-0.0009-0.0005-0.0026You have the potential to make money by investing in the Fund, but you can also lose money.0.00890.01030.01140.01430.0152The bar chart shows the Fund&#8217;s performance for its first full year for Class Z shares. The table shows how the Fund&#8217;s average annual returns for 1 year, and since inception, compare with those of a broad measure of market performance.http://www.massmutual.com/funds0.20920.00170.1138<b>Annual Performance</b><br/><br/><b>Class Z Shares</b>Performance for Class A shares of the Fund reflects any applicable sales charge.After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierGlobalFundBarChart column period compact * ~</div>
After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.0.008After-tax returns are shown for Class Z only. After-tax returns for other classes will vary.0.50490.16980.1455911051160.28867122550.1307339-0.431331838110115350.396956459166713320.1469940-0.077412681313148122380.21172073For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.25000Except for Class N shares, the figures shown above would be the same whether you sold your shares at the end of a period or kept them. For Class N shares, you would pay the following expenses if you did not redeem your shares:155535940For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.2500020730.79You have the potential to make money by investing in the Fund, but you can also lose money.2011-11-28The bar chart shows changes in the Fund&#8217;s performance from year to year for Class A shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/funds2011-11-28Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.0.21130.21070.14220.20980.20840.13530.19340.1583Performance for Class S, Class Y, and Class L shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class A shares, and adjusted for Class A to reflect any applicable sales charges.0.00930.11420.01020.00970.07990.0085-0.00620.00470.1134-0.01180.1116After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.0.04580.09452011-11-280.05230.04880.04590.05080.0496After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.0.0390.04560.0383-0.0375-0.0388-0.0304-0.0385-0.0399-0.0534-0.0458After-tax returns are shown for Class A only. After-tax returns for other classes will vary.0.04040.03820.03570.03950.0380.02690.03182005-12-012005-12-012005-12-012005-12-012005-12-012005-12-012005-12-01<b>MassMutual Premier International Equity Fund</b><b>INVESTMENT OBJECTIVE</b>This Fund seeks to achieve long-term capital appreciation by investing primarily in common stock of foreign companies.<b>FEES AND EXPENSES OF THE FUND</b>This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds. More information about these and other discounts is available in the section titled Sales Charges by Class on page 118 of the Fund&#8217;s Prospectus or from your financial professional.<b>Shareholder Fees</b> (fees paid directly from your investment)<b>Annual Fund Operating Expenses</b> (expenses that you pay each year as a percentage of the value of your investment)<b>Example</b>This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. It assumes that you invest $10,000 in each share class of the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. For Class A shares, the example includes the initial sales charge. The example also assumes that your investment earns a 5% return each year and that the Fund&#8217;s operating expenses are exactly as described in the preceding table. Although your actual costs may be higher or lower, based on these assumptions your costs would be:<b>Portfolio Turnover</b>The Fund pays transaction costs, such as commissions, when it buys and sells securities (or &#8220;turns over&#8221; its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund&#8217;s performance. During the most recent fiscal year, the Fund&#8217;s portfolio turnover rate was 36% of the average value of its portfolio.The Fund invests primarily in the common stock of growth companies that are domiciled or that have their primary operations outside of the United States. Under normal circumstances, the Fund invests at least 80% of its net assets in securities of foreign companies. The Fund may invest 100% of its total assets in such securities. The Fund may invest in emerging markets as well as in developed markets throughout the world. From time to time, the Fund may place greater emphasis on investing in one or more particular regions (such as Asia, Europe, or Latin America). Under normal market conditions, the Fund will:<ul type="square"><li style="margin-left:-20px">invest at least 65% of its total assets in common and preferred stocks of issuers in at least three different countries outside of the United States, and</li></ul><ul type="square"><li style="margin-left:-20px">emphasize investments in common stock of issuers that the portfolio manager considers to be &#8220;growth&#8221; companies.</li></ul>The Fund does not limit its investments to issuers within a specific market capitalization range and at times may invest a substantial portion of its assets in one or more particular capitalization ranges. Equity securities in which the Fund invests may include common stocks, depositary receipts, preferred stocks, securities convertible into common or preferred stock, rights, and warrants. The Fund may but will not necessarily engage in foreign currency forward contracts to take long or short positions in foreign currencies in order to enhance the Fund&#8217;s investment return or to attempt to protect against adverse changes in currency exchange rates. Use of derivatives by the Fund may create investment leverage. The Fund may hold a portion of its assets in cash or cash equivalents. <br /><br />In selecting investments for the Fund, the Fund&#8217;s subadviser, OFI Institutional Asset Management, Inc. (&#8220;OFI Institutional&#8221;), evaluates investment opportunities on a company-by-company basis. OFI Institutional looks primarily for foreign companies with high growth potential using a &#8220;bottom up&#8221; investment approach, that is, by looking at the investment performance of individual stocks before considering the impact of general or industry-specific economic trends. This approach includes fundamental analysis of a company&#8217;s financial statements and management structure and consideration of the company&#8217;s operations, product development, and industry position. <br /><br />OFI Institutional currently focuses on the following factors, which may vary in particular cases and may change over time:<ul type="square"><li style="margin-left:-20px">companies that enjoy a strong competitive position and high demand for their products or services;</li></ul><ul type="square"><li style="margin-left:-20px">companies with accelerating earnings growth and cash flow; and</li></ul><ul type="square"><li style="margin-left:-20px">diversity among companies, industries and countries to help reduce the risks of foreign investing, such as currency fluctuations and stock market volatility.</li></ul>OFI Institutional also considers the effect of worldwide trends on the growth of particular business sectors and looks for companies that may benefit from those trends. The trends currently considered include: mass affluence, new technologies, restructuring, and aging. OFI Institutional does not invest any fixed amount of the Fund&#8217;s assets according to these criteria and the trends that are considered may change over time. OFI Institutional monitors individual issuers for changes in the factors above, which may trigger a decision to sell a security, but does not require a decision to do so.0.1145<b>INVESTMENTS, RISKS, AND PERFORMANCE </b><br/><br/><b>Principal Investment Strategies </b>0.011<b>Principal Risks</b><table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">31.59%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest<br/> Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-27.32%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>2004-12-31Highest Quarter:2004-12-312004-12-312004-12-312004-12-312009-06-302004-12-312004-12-312004-12-310.3159Lowest Quarter:2008-12-31-0.27320000.0575The following are the Principal Risks of the Fund. You have the potential to make money by investing in the Fund, but you can also lose money.<br /><br /><b>Cash Position Risk</b> The ability of the Fund to meet its objective may be limited to the extent that it holds assets in cash or otherwise uninvested.<br /><br /><b>Convertible Securities Risk</b> Convertible securities are subject to the risks of both debt securities and equity securities. The values of convertible securities tend to decline as interest rates rise and, due to the conversion feature, tend to vary with fluctuations in the market value of the underlying common or preferred stock.<br /><br /><b>Credit Risk</b> The Fund is subject to the risk that the issuer of an investment held by the Fund or the counterparty to a transaction entered into by the Fund will be unable or unwilling to honor its obligations.<br /><br /><b>Derivatives Risk</b> Derivatives involve risks different from, and potentially greater than, direct investments, including risks of imperfect correlation between the value of derivatives and underlying assets, counterparty default, potential losses that partially or completely offset gains, and illiquidity. Derivatives can create investment leverage and be highly volatile. Derivatives may result in losses greater than the amount invested. If the value of a derivative does not correlate well with the particular market or asset class the derivative is designed to provide exposure to, the derivative may not have the effect anticipated. Many derivatives are traded in the over-the-counter market and not on exchanges.<br /><br /><b>Foreign Investment Risk; Emerging Markets Risk; Currency Risk </b> Foreign securities, including ADRs, are subject to additional risks compared to securities of U.S. issuers, including international trade, currency, political, regulatory, and diplomatic risks. In addition, fluctuations in currency exchange rates may adversely affect the values of foreign securities and the price of the Fund&#8217;s shares. Emerging markets securities are subject to greater risks than securities issued in developed foreign markets, including less liquidity, greater price volatility, higher relative rates of inflation, greater political, economic, and social instability, greater custody and operational risks, and greater volatility in currency exchange rates.<br /><br /><b>Geographic Focus Risk</b> When a Fund focuses investments on a particular country, group of countries, or geographic region, its performance will be closely tied to the market, currency, economic, political, or regulatory conditions and developments in those countries or that region, and could be more volatile than the performance of more geographically diversified funds.<br /><br /> <b>Growth Company Risk</b> The prices of growth securities are often more sensitive to market fluctuations because of their heavy dependence on future earnings expectations, and can be more volatile than the market in general.<br /><br /><b>Liquidity Risk</b> Certain securities may be difficult (or impossible) to sell or positions difficult to close out at a desirable time and price, and the Fund may be required to hold an investment that is declining in value or be prevented from realizing capital gains.<br /><br /><b>Management Risk</b> The Fund relies on the manager&#8217;s ability to achieve its investment objective. There can be no assurance that the Fund will achieve the desired results and the Fund may incur significant losses.<br /><br /><b>Market Risk</b> The value of the Fund&#8217;s portfolio securities may decline, at times sharply and unpredictably, as a result of unfavorable market- induced changes affecting particular industries, sectors, or issuers. Stock market prices in general may decline over short or extended periods, subjecting the Fund to unpredictable declines in the value of its shares and poor performance. The Fund is subject to risks affecting issuers, such as management performance, financial leverage, industry problems, and reduced demand for goods or services.<br /><br /><b>Preferred Stock Risk</b> Preferred stocks are subject to the risks associated with other types of equity securities, as well as additional risks, such as potentially greater volatility and risks related to deferral, non-cumulative dividends, subordination, liquidity, limited voting rights, and special redemption rights.<br /><br /><b>Smaller and Mid-Cap Company Risk</b> Market risk and liquidity risk are particularly pronounced for securities of smaller companies, which may trade less frequently and in smaller volumes than more widely-held securities, and may fluctuate in price more than other securities. Smaller companies may have limited product lines, markets, or financial resources and may be dependent on a limited management group; they may have been recently organized and have little or no track record of success.<br /><br /><b>Valuation Risk</b> The Fund is subject to the risk of mispricing or improper valuation of its investments, in particular to the extent that its securities are fair valued.0.36You have the potential to make money by investing in the Fund, but you can also lose money.<b>Performance Information</b>The following bar chart and table provide some indication of the risks of investing in the Fund. The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance. Performance for Class A and Class N shares of the Fund reflects any applicable sales charge. Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future. More up-to-date performance information is available at http://www.massmutual.com/funds or by calling 1-888-309-3539.The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance.1-888-309-3539http://www.massmutual.com/fundsPast performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.Performance for Class A and Class N shares of the Fund reflects any applicable sales charge.<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierSmall/MidCapOpportunitiesFundBarChart column period compact * ~</div>
<b>Annual Performance</b><br/><br/><b>Class S Shares</b><table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;03,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">34.25%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest<br/> Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">4Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-20.52%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>Highest Quarter:2003-06-300.3425Lowest Quarter:2008-12-31-0.20520After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor&#8217;s tax situation and may differ from those shown. After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class S only. After-tax returns for other classes will vary.<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualFundOperatingExpensesMassMutualPremierFocusedInternationalFund column period compact * ~</div>
After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.After-tax returns are not relevant to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.After-tax returns are shown for Class S only. After-tax returns for other classes will vary.<div style="display:none">~ http://www.massmutual.com/role/ScheduleShareholderFeesMassMutualBaringsDynamicAllocationFund column period compact * ~</div>
<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierInternationalEquityFundBarChart column period compact * ~</div>
<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleTransposedMassMutualPremierFocusedInternationalFund column period compact * ~</div>
0.004<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualPremierFocusedInternationalFundBarChart column period compact * ~</div>
<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualFundOperatingExpensesMassMutualBaringsDynamicAllocationFund column period compact * ~</div>
0.1732<div style="display:none">~ http://www.massmutual.com/role/ScheduleExpenseExampleTransposedMassMutualBaringsDynamicAllocationFund column period compact * ~</div>
-0.03690.02822005-12-010.11570.17320.01990.03412010-12-032010-12-03<div style="display:none">~ http://www.massmutual.com/role/ScheduleAnnualTotalReturnsMassMutualBaringsDynamicAllocationFundBarChart column period compact * ~</div>
<div style="display:none">~ http://www.massmutual.com/role/ScheduleAverageAnnualTotalReturnsTransposedMassMutualBaringsDynamicAllocationFund column period compact * ~</div>
<b>Average Annual Total Returns</b><br/>(For the periods ended December 31, 2012)<div style="display:none">~ http://www.massmutual.com/role/ScheduleAverageAnnualTotalReturnsTransposedMassMutualPremierFocusedInternationalFund column period compact * ~</div>
0.22561-888-309-3539Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.19863310942371For Class A shares, you may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $25,000 in MassMutual funds.25000<table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="100%" align="center"><tr><td valign="bottom">Highest<br/>Quarter:</td><td valign="bottom">&nbsp;</td><td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">2Q&nbsp;&nbsp;&#8217;09,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">22.38%</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;&nbsp;</td> <td valign="bottom">Lowest Quarter:</td> <td valign="bottom">&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" align="right">3Q&nbsp;&nbsp;&#8217;08,</td> <td valign="bottom" nowrap="nowrap">&nbsp;&nbsp;</td> <td valign="bottom">&nbsp;</td> <td valign="bottom" nowrap="nowrap">&nbsp;</td> <td valign="bottom" nowrap="nowrap" align="right">-22.10%</td><td valign="bottom" nowrap="nowrap">&nbsp;</td></tr></table>The bar chart shows changes in the Fund&#8217;s performance from year to year for Class S shares. The table shows how the Fund&#8217;s average annual returns for 1 year, 5 years, and since inception (or 1 year and since inception for Class Z shares), compare with those of a broad measure of market performance.Past performance (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.Performance for Class S, Class L, Class A, and Class N shares of the Fund for periods prior to their inception date (11/01/04) is based on the performance of Class Y shares, adjusted for Class L, Class A, and Class N shares to reflect Class L, Class A, and Class N expenses, respectively, and for Class A and Class N shares to reflect any applicable sales charge.The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance (S&amp;P 500<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> Index) and additional indexes, including an index that provides a comparison relevant to the Fund&#8217;s allocation to international investments, an index that provides a comparison relevant to the Fund&#8217;s allocation to fixed income investments, and a hypothetical custom index which comprises the S&amp;P 500, MSCI<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> EAFE<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup>, and Barclays U.S. Aggregate Bond Indexes.The table shows how the Fund&#8217;s average annual returns for 1, 5, and 10 years compare with those of a broad measure of market performance (Russell 1000<sup style="FONT-SIZE: 85%; VERTICAL-ALIGN: top">&#174;</sup> Value Index) and an additional index that provides a comparison for the Fund&#8217;s returns without regard to investment style.Other expenses for Class Z have been restated to reflect current fees.The expenses in the above table reflect a written agreement by MassMutual to waive .17% of the management fees of the Fund through February 2, 2014. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to waive .22% of other expenses for Class A of the Fund through February 2, 2014. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to waive .18% of the management fees of the Fund through February 2, 2014. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to waive .10% of the management fees of the Fund through February 2, 2014. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to cap the fees and expenses of the Fund (other than extraordinary litigation and legal expenses, Acquired Fund fees and expenses, interest expense, short sale dividend and loan expense, or other non-recurring or unusual expenses such as, for example, organizational expenses and shareholder meeting expenses) through February 2, 2014, to the extent that Total Annual Fund Operating Expenses after Expense Reimbursement would otherwise exceed .75%, .80%, .95%, and 1.20% for Classes S, Y, L, and A, respectively. The Total Annual Fund Operating Expenses after Expense Reimbursement shown in the above table may exceed these amounts, because, as noted in the previous sentence, certain fees and expenses are excluded from the cap. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to waive .13% of the management fees of the Fund through February 2, 2014. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.Performance information shown for periods prior to November 1, 2004 is based on the historical performance of MassMutual Core Bond Fund, which exchanged substantially all of its assets for shares of the Fund on October 31, 2004. MassMutual Core Bond Fund is the accounting survivor (i.e., its financial and accounting records have been carried forward by the Fund).Because Total Annual Fund Operating Expenses include Acquired Fund fees and expenses, they may not correspond to the ratios of expenses to average daily net assets shown in the "Financial Highlights" tables in the Prospectus, which reflect the operating expenses of the Fund and do not include Acquired Fund fees and expenses.The expenses in the above table reflect a written agreement by MassMutual to waive .14% of the management fees of the Fund through February 2, 2014. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to cap the fees and expenses of the Fund (other than extraordinary litigation and legal expenses, Acquired Fund fees and expenses, interest expense, short sale dividend and loan expense, or other non-recurring or unusual expenses such as, for example, organizational expenses and shareholder meeting expenses) through February 2, 2014, to the extent that Total Annual Fund Operating Expenses after Expense Reimbursement would otherwise exceed .71%, .82%, .97%, 1.09%, and 1.46% for Classes S, Y, L, A, and N, respectively. The Total Annual Fund Operating Expenses after Expense Reimbursement shown in the above table may exceed these amounts, because, as noted in the previous sentence, certain fees and expenses are excluded from the cap. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to cap the fees and expenses of the Fund (other than extraordinary litigation and legal expenses, Acquired Fund fees and expenses, interest expense, short sale dividend and loan expense, or other non-recurring or unusual expenses such as, for example, organizational expenses and shareholder meeting expenses) through February 2, 2014, to the extent that Total Annual Fund Operating Expenses after Expense Reimbursement would otherwise exceed .71%, .76%, .91%, 1.16%, and 1.46% for Classes S, Y, L, A, and N, respectively. The Total Annual Fund Operating Expenses after Expense Reimbursement shown in the above table may exceed these amounts, because, as noted in the previous sentence, certain fees and expenses are excluded from the cap. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to (i) waive .15% of the management fees of the Fund and (ii) cap the fees and expenses of the Fund (other than extraordinary litigation and legal expenses, Acquired Fund fees and expenses, interest expense, short sale dividend and loan expense, or other non-recurring or unusual expenses such as, for example, organizational expenses and shareholder meeting expenses) to the extent that Total Annual Fund Operating Expenses after Fee Waiver and Expense Reimbursement would otherwise exceed .99%, 1.15%, 1.25%, 1.40%, and 1.65% for Classes Z, S, Y, L, and A, respectively, each through February 2, 2014. The Total Annual Fund Operating Expenses after Expense Reimbursement shown in the above table may exceed these amounts, because, as noted in the previous sentence, certain fees and expenses are excluded from the cap. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to cap the fees and expenses of the Fund (other than extraordinary litigation and legal expenses, Acquired Fund fees and expenses, interest expense, short sale dividend and loan expense, or other non-recurring or unusual expenses such as, for example, organizational expenses and shareholder meeting expenses) through February 2, 2014, to the extent that Total Annual Fund Operating Expenses after Expense Reimbursement would otherwise exceed 1.02%, 1.11%, 1.21%, 1.34%, and 1.59% for Classes Z, S, Y, L, and A, respectively. The Total Annual Fund Operating Expenses after Expense Reimbursement shown in the above table may exceed these amounts, because, as noted in the previous sentence, certain fees and expenses are excluded from the cap. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.The expenses in the above table reflect a written agreement by MassMutual to cap the fees and expenses of the Fund (other than extraordinary litigation and legal expenses, Acquired Fund fees and expenses, interest expense, short sale dividend and loan expense, or other non-recurring or unusual expenses such as, for example, organizational expenses and shareholder meeting expenses) through February 2, 2014, to the extent that Total Annual Fund Operating Expenses after Expense Reimbursement would otherwise exceed .89%, 1.03%, 1.14%, 1.43%, and 1.52% for Classes S, Y, L, A, and N, respectively. The Total Annual Fund Operating Expenses after Expense Reimbursement shown in the above table may exceed these amounts, because, as noted in the previous sentence, certain fees and expenses are excluded from the cap. The agreement can only be terminated by mutual consent of the Board of Trustees on behalf of the Fund and MassMutual.EX-101.SCH
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